XMen First Lessons
by E-Raptor
Summary: It's three weeks after Cuba and Charles, Hank, Sean and Alex are recruiting students for Xavier's school, but with Eric raising an army, will the new students even have time to learn their code names before they're thrown into battle?
1. Chapter 1

Hello fellow fictioneers! This is E. H. back with another completely random fanfic! (Ok, I've only written two…) This one is currently half done or so but I will make you all suffer by posting ONE CHAPTER AT A TIME! I know right? I hate it when authors do that… And now I'm ONE OF THEM! Ok…ok…calm down…All right…here's the beef. No, not beef…Ham! No one ever says ham! Ok gang, here's the _ham_… whether or not I continue posting depends entirely on whether or not there are any readers. I'm gonna sound all charity collector here, but _tell your friends! ..._Please? …Anyone? …Bueller? Ok, I'll shut up now…Enjoy!

"I've got one."

"What?" Said a half-asleep Hank McCoy, awakened by Charles Xavier's sudden remark.

"I've got one Hank, a mutant." Hank squinted as he turned on the lights in the van and stretched as much as the confined space allowed. He had fallen asleep on the wheel at some point and he was eternally grateful that the van had tinted windows, lest a passer-by see his tufts of blue fur and bright yellow eyes poorly concealed by a ridiculous hat and over-sized trench coat. He yawned (though it sounded more like a lion clearing its throat) and sighed heavily, turning to look at the Professor in the passenger seat.

Professor Charles Xavier was a young man in his mid-30s with mid-length, slightly curly brown hair and unusually bright blue eyes. He, in sharp contrast to Hank, was wide awake and alert as ever. Hank looked at him as he lowered his right index and pointer fingers from his temple and repeated,

"I've found a mutant."

"Oh, right." Hank answered roughly. He started up the engine. "Where at?"

"Just go straight, he walked through my sights about five minutes ago."

"Well why didn't we go after him right away?" Hank complained tearing into the empty street from the parking lot with a loud screech of tires on New York asphalt.

"Oh Hank, you're so peaceful looking when you're asleep." The blue creature rolled his eyes and tried not to punch holes in his stick-shift with his two-inch-long claws.

"Who do you think they are?" Hank asked as Xavier told him to turn a corner. Once again the telepath in the passenger seat raised his fingers to his temple and closed his eyes with a kind of strange serenity.

"Turn right." Xavier commanded, not needing to open his eyes to know there was a turn in about ten feet. The van nearly tipped over as Hank just barely made the curb. "Come on Hank, we're going to lose him if we don't hurry up, he's moving very fast." Hank couldn't tell if Charles was messing with him or not. One thing was for sure, Charles' driving instructions left no time for turn signals, so they were lucky this part of New York wasn't busy at three in the morning.

"Stop." The Professor suddenly commanded, and just as Hank slammed on the brakes, a man in a white t-shirt and torn blue-jeans ran across the street right in front of them.

"Geeze!" Hank yelled, honking the horn and punctuating it with a furious roar. The man in the street stopped, saw the roaring creature in the driver's seat, and ran screaming into an alley.

"Oh, very nice Hank. Now we have to go get him on foot."

"We?" Hank couldn't help but correcting.

"Right, _you_." Xavier instinctively flexed his hand where it rested on his unfeeling knee. There was an extremely awkward pause. "Well, get on then!" The Professor said suddenly, shocking Hank out of the driver's seat and into the road where he proceeded to tear off after the man they were pursuing.

This left Charles Xavier alone in a parked car in the middle of an abandoned street in the bad part of New York City, left out of the action…again. He let a rare fit of rage through and slammed his fist on the door to his left. He never lost it when there were other people around him, but now he was alone. He could let that one pass.

In a very small corner of his mind, he sensed the presence of Hank and the other mutant disappearing into the distance. There wasn't another soul anywhere near him right now. He was utterly alone. He hated it. He had always been among friends. They either followed him, or he followed them, but now that wasn't an option. Perhaps for the one-millionth time in three weeks Charles concentrated his entire mind on moving his right leg. Then his left. Then his ankles. Then his toes. Nothing. Not a twitch of movement to prove to him that his legs were even there. He thumped his first on the door again. At least he could still move his arms…

Xavier sat in his angry stupor for about five minutes before realizing that Hank wasn't back yet. What the _heck_ was taking him so long? The confined space of the car was starting to make him claustrophobic and he turned and looked at the stainless steel wheelchair in the space behind him. He looked back at his legs. He made something between a sigh and a groan at the sight of them, mentally debating whether or not to attempt to get the wheelchair out of the car. Hank might be back by the time he managed to pull it off.

Xavier figured it would be best not strain himself. He didn't want to throw out his back and have to rely on others to cart him around all the time as well. Charles closed his eyes and settled back in his seat. He felt the unfamiliar heat of a tear of his cheek. Opening his blue eyes he brushed it away with his thumb, looking in amazement at the wet drop. When was the last time he had cried? He had been in enormous amounts of pain…he had been shot in the back…but he had never _cried_…

Before Charles could think about it anymore, he heard, rather, _sensed_, the scream of a girl. It chilled him to the bone to feel it. It was a shrill scream, as clear as if the victim was standing right beside him. The only way he could tell it was a telepathic communication he was receiving was the experiences he had had in his dealings with Emma Frost. A telepath's mind was very different to that of any other, human or mutant. This wasn't Emma though, this was a girl, a young one…and she was in great distress, _pain_ even. Every fiber of Charles' being was screaming for him to go to the child's aid.

Concentrating all of his willpower to communicate through her yells, he tried to contact her.

_Who are you? My name is Charles Xavier. I can help you._

The screams paused for a moment, then a tortured shriek interjected with the words of a young girl yelled back to him.

_Help me! They're going to kill me! Help me!_

Without a thought, he unbuckled his seatbelt and pushed open the door of the van. He was halfway out the doorway before he realized his mistake. He hit the asphalt hard in the side of his head. The girl's voice disappeared abruptly into thin air like a door had slammed shut and there was blackness.


	2. Chapter 2

Ok, no more gibber-gabber…You guys don't read these to hear me talk, so I'll get right down to it... This is chapter two, and DON'T FREAK OUT! I'll get back to Charles and Hank and everyone you love in a few chapters, but for now the story is following two other mutants. As always, ENJOY! And comment! _Please_ comment!

There are certain students that are to be avoided at any cost in order to maintain one's social status…The nerds, the weirdoes, the smelly people, and Andy Clarkson. If you were seen talking to Andy Clarkson you were immediately shunned from any social group you attempted to take part in. There was a very clear explanation for this; Andy Clarkson had scales.

Everyone knew it…it was just one of those things. No one knew why Andy had scales; no one bothered to ask. Among his list of classic nicknames were: Crocodile, Iguana skin, snake sucker, Crocson-Clarkson, and Alligator Andy.

They were hardly scales, they were just tough bits of skin in the shape of small octagons that covered his legs, back, and stomach, then made their way up his arms, over his neck and around his face. Thankfully they didn't get much further than that and didn't impede his speech at all…not that he ever dared to speak anyway. His voice was distinctly reptilian. He hissed instead of laughing or crying. His voice was sharp and cutting, but slightly entrancing at the same time. It had always been like that, despite the years of speech therapy. Eventually the teachers just gave up on him, and don't even mention his dad… He was the most lazy and useless man on the planet in Andy's opinion. He lived on the sofa (One of the only pieces of furniture in the trailer they shared) and didn't work. He paid for the trailer by slowly selling off Andy's mother's things; her jewelry, her clothes, her books, and any other position that Andy hadn't hidden.

In short, Andy was one of those kids with nothing to lose, nothing to gain, and nothing to make him noteworthy…apart from one thing… Andy was a little more reptilian than he let on. Not even his father knew about his "special skills". For one thing, Andy was cold-blooded. He had found that out on his first visit to a doctor when he was five years old, just before his mother had died. The doctor had _insisted_ that the thermometer was broken, Andy's scaly skin was warm to the touch, but when Andy tried the thermometer at home he reached the same conclusion. He was a few evolutionary steps away from being a lizard. His doctor had put down his skin as an unusual epidermal condition and had left it at that. (This was a budget doctor)

The second thing that was definitely not normal about Andy was his teeth. They were like small meat hooks, and luckily for him they seemed to fit perfectly in his mouth. Thankfully this prevented him from slicing his gums every time he tried to eat something. Certain that this would only lead to more ridicule should anyone find out about it, he was careful to never speak and if he had to he spoke with his lips hardly parting.

Andy was different and suffered for it to no end for it…especially when he entered high school. It was the first day of his freshman year. He had all the normal concerns of a new student…What's my locker combination? Where are my classes? Where will I sit at lunch? But he also had some very special problems. It had taken all of his three years in middle school to get the teachers to understand the fact that he had to wear long sleeves and a hood or large hat every day to hide his reptilian appearance. All of the students knew about him, but the teachers didn't.

As Andy walked down a hall in the huge school, he tried to remember how he had dealt with middle school. Of course, that had been completely different. In high school, he knew, kids were already driving and had jobs and were adults. Unfortunately, most were adults that still acted like children.

Andy pictured himself and tried to make himself as unlikely a target as possible. His baggy sweatshirt and hood that covered his face were definitely something that wouldn't score him any points with teachers, but he was sure that it would help him blend in a bit more. The one thing he couldn't hide was his hands. His "scales" covered the top of his hands and were the same faint green tint as the ones on his face and were painfully visible to anyone who happened to glace at his hand while he was writing in class.

Andy turned a corner and thanked the Lord that he had gotten to school so early. He hadn't run into anyone yet, student or teacher, so he would be able to find his homeroom in peace.

_112, 113, 114, 115… _Geeze, how many classrooms were there? Andy studied his class schedule with extreme concentration broken only when he nearly ran into someone. In fact, he _did_ run into someone. There was a moment of comic realization as his eyes slowly tracked up the enormous senior before him. The guy was huge, 6 foot 4 at least. Two other tough-looking characters were on either side of him.

"Where you going freshy?" He said in a voice that suggested an underage smoker. His breath confirmed this. He was dressed in a black leather jacket and had slicked-back dirty-blond hair. His jeans were adorned with chains that made an uncomfortable amount of noise as he turned and grinned at his two companions that were dressed in a similar fashion.

"Homeroom." Whispered Andy trying desperately to hide his distinctive hiss.

"What'd ya say freshy?" Said the second kid, taking a step forward. Andy realized that he was close enough to see his face and looked at the ground, but he was too late. "Oh crap man! Look at this kid's _face_!" There was a sudden jerk on his hood and he winced as all three on them saw his skin and bright green eyes.

"Whoa! What the heck?" He heard one of them say in surprise.

"He looks like an iguana!" Another added with a laugh. The other two joined in and Andy took the opportunity to turn to run, but a strong hand grabbed him by the shoulder.

"Where you going Scaly?" Said the kid. Andy was thrown back against a locker, hitting the back of his head as the three seniors howled with laughter. He tried to run again and pull his hood back up, but a fist to his left eye threw him back against the metal locker.

"Hey, he's green! Let's see what color his bruises are!"

"Hey, stop." Said a cool female voice. Andy opened his uninjured eye. The three boys had turned away from him and were looking at someone at the end of the hall.

"Oooh, Iguana's got himself a _sweetie_!" Now in sight was girl, clearly the same age as Andy dressed in a denim jacket and red skirt. She had long black hair that covered one of her eyes. The other eye was a stunning golden color. It made her look like a hawk, especially paired with the look she was giving to the three seniors. "I said get lost." She demanded in a harsh shout and taking a few more steps toward them.

"Look Baby, we're kind 'a busy here, so if you could get outt'a here, maybe you and me could get together some time…" The guy was _clearly_ hitting on her, but from what Andy could see with his eye that wasn't swelling up, she was having none of it.

"Yeah, that's never gonna happen." She said tersely. She was close enough now that she was in danger of being grabbed by the boys, but she seemed extremely confident about the whole thing. The two other boys laughed at their rejected comrade. He frowned threateningly at her.

"Fine then. I don't need your permission Baby…" He made a grab at her arm which was deflected with unbelievable speed by the girl. The guy pulled back his hand in surprise.

"Geezes, you're quick!" She grinned.

"No, you're slow." The two other boys jumped in and each one was dealt a painful punch to the side of the head, but it didn't appear to be the punches that hurt them. They grabbed the places they had been hit in, and a large red welt was forming on both of them. They looked like they had been _burned_.

"What the Hell?" One of them gasped.

"Geeze, Jack, this is stupid. Let's go."

"Oh come on!" The ring-leader laughed. He tilted his head and grinned greedily at the girl who returned the look. He approached her, but with astonishing strength she shoved him back into the locker beside Andy who slid to the floor in a crouch. The girl held the squirming kid against the lockers with one hand and with the other pressed hard on his face. He screamed in agony until she stepped back, letting him drop to the floor beside Andy. In amazement, he saw that the boy's face had a perfect red imprint of her hand in it, blistering and turning red. The kid stood up suddenly and made a run for it, his companions close behind.

The girl waited for the three boys to disappear around the corner before turning her attention to Andy. She kneeled down in front of him and smiled sweetly, in great contrast to whatever she had just done to the senior.

"You alright guy?" She asked. Andy was holding his left eye and felt exceedingly foolish. He was also confused. She wasn't staring at his exposed scales the way anyone else would. She looked genuinely concerned for his wellbeing.

"Yeah, fine." He said quietly. She looked unconvinced and lightly pulled his hand away from his eye. Her fingers were warm, no, _hot_. Andy winced as she touched him and she jerked her hand back.

"Sorry." She said, shaking her hand as if to cool it off. She put her fingers just under his left eye and the pain was lessened considerably. Embarrassed, Andy glanced both ways down the hall. She must have caught on because she smiled and said, "Don't worry, those three are the only people that ever get here this early. Just stay in the back halls and you'll be fine." He nodded a little and looked back at her.

She was pretty, but it was her eyes that drew his attention. Now that she was close he could see them clearly. They were like a pair of small flames inside two glass bowls. Red, yellow, and orange spots swam through where her irises should be like fire-colored lava lamps. She must have seen him looking at her.

"Yeah, I've got weird eyes."

"So do I."

"Yeah." They lapsed into an awkward silence. The girl finally pulled back her hand. Andy's face suddenly felt very cold. She offered her hand and helped him up. She smiled, completely at ease as Andy squirmed uncomfortably.

"So, you um, burned those guys. Literally."

"Why do you whisper?"

"Huh?" Andy asked in surprise.

"You're hiding something. Why?" Andy frowned and squinted at her. Was she for real, or was she just messing with him? He swallowed and for the first time in months said something in his real voice.

"Because I sound like a snake with a head cold." He waited for her to laugh, but she didn't. She did smile though. It wasn't the one she had given to the seniors, this was a _real_ smile.

"Wow."

"Geeze, thanks."

"No, really! I mean it! You're cool, dude." Andy blushed through his green scales. He tried to smile without showing her his teeth. She suddenly turned to go and spoke to him over her shoulder. "Come on. I like having company." He hesitated, not sure about whether or not his was some elaborate trick. She noticed his unease and stopped. "Come on, I'm different, you're different…Do you really think I'd just let you walk around alone?" Andy slowly walked over to her and she put out her hand.

"Vanessa, Vanessa Viorenza."

"Andrew, Andrew Clarkson, but you can call me Andy."

"Nice to meet you Andy."

From that moment on, Andy Clarkson was completely and totally in love with Vanessa Viorenza.


	3. Chapter 3

Ok, as promised, one chapter a day! Chapter three ladies and gentlemen! (Crowd cheering) Ok…you know you're losing it when you start cheering for your own writing….Please comment!

Oh, and if you have any ideas for cool mutations you might like to see in the story, just put them in your comments! That's right…_comments_! Say it with me now…_co-mm-en-ts_! Ok…chapter three!

For several weeks Andy and Vanessa met in the parking lot of the high school at 6:30 sharp and went together into the school. They stopped at their lockers together, talked about classes, teachers, students, and Andy told her bit by bit about himself. They could have talked for hours and hours, but eventually the bell would ring and they would be forced to go their separate ways.

The stuff he had to put up with when Vanessa wasn't around was just as bad as he had thought it was going to be, but after school they would meet in the parking lot again and they would walk home, separating about half-way to and Vanessa would smile, wave good-bye, and dart off the main road and into the woods and out of sight. She never told him where she lived, in fact, she never even told him _who_ she lived with. Parents? Siblings? Anyone? Ever since their first meeting, she never satisfactorily explained why every time those three boys passed them in the halls they would immediately cower and run around them as quickly as possible. Andy never asked.

One day in early winter as Andy stood outside the doors of the school waiting for Vanessa, he decided to ask her about it. It just seemed like something he should know. He didn't know what he had seen on the first day of school; he had been hit in the head pretty hard…

It was almost 7 o'clock and Vanessa still hadn't shown up. She was _always_ on time. Andy was worried. Eventually the bell rang and he had to go inside to make it to his first hour class. He kept an eye out for her all day, but he never found her. At the end of the day he still waited for her in the lot, but again, she never appeared. This carried on for another week and a half. By now the people that had refrained from hassling him realized that he didn't have any back up and the bullying increased ten-fold.

After ten days without Vanessa, Andy had given up waiting for her after school and as he walked home in the shallow layer of snow that covered the city side-walk he tried not to think about all the reasons for her not being at school. _Did she move? Did she get hurt? Is she de… _No…He couldn't think like that. Andy passed an alley and kept walking with his head down.

Suddenly something hit him hard in the back and he was flung face-down into the snow. He heard a loud shout, a scream, and a thud behind him. By the time he turned around, it was over. There was Vanessa, standing over the hunched form of a man, a knife still clutched in his limp hand. There were burn marks all over the man's jacket and his face was almost burned beyond recognition. Vanessa looked up and saw Andy looking at her. Her hands were covered in the man's blood. On shaking legs Andy stood and looked in amazement at his friend.

"Vanessa?" He stuttered in his hissing voice. She looked terrified, manic with fear. She leapt to her feet and ran away, tearing down the alley and out of sight. "Vanessa!" Andy shouted, running after her and stepping around the body of the man who had nearly killed him. "Vanessa! Wait! It's me!"

She never turned around and never slowed down. The cold air was definitely having an effect on his cold blood and soon he was out of breath and freezing. He was also quite lost in the back-alleys of New York City. He stopped to catch his breath and to get his bearings. He heard a metallic clanking sound to his right and he ran into an alley off of a main road.

He saw Vanessa scrambling up a large chain-link fence. He ran to her and jumped, grabbing her ankle. She looked down and tried to kick him with her other foot, but she was off-balance and fell on top of him. He had to hold her shoulders against the fence to keep her from running again.

"Vanessa! Vanessa, it's me! Andy!" She looked at him with those flaming eyes of hers and Andy jumped back in surprise. They were glowing a fierce red.

Recognition seemed to dawn on her and she relaxed a bit. Andy got a good look at her for the first time. There were dark circles under her eyes and her hair was messed up and snarly. She looked like she hadn't slept in weeks.

As she looked at Andy her eyes faded until they were their normal colors. A tear rolled down her cheek.

"Andy?" She stuttered. She threw her arms around him and he held her awkwardly in his arms. He heard her crying into his shoulder. "I _killed_ him Andy!" She wept through her tears. "I didn't mean to kill him! I just didn't want him to…"

"Hey, it's ok…It was a mistake…and you saved me _again_ you know." She gave a hallow laugh and was silent for a while. She pulled away and half-smiled at Andy.

"I'm sorry. Really, I'm just…Sorry. I haven't been there for you, and I want to show you why. It's the least I can do."

"What do you mean?" He asked with a frown.

"I haven't told you everything about me, and there's something you need to know."

Before she could say another word, a large windowless black van screeched around a corner and tore down their street, stopping at the end of the alley. Vanessa and Andy jumped to their feet and watched as the back of the van opened and five men in black uniforms charged out. They were carrying guns. A man in a sharp suit and sunglasses stepped out of the passenger side and stopped at the entrance of the alley. The five armed men ran at Vanessa and Andy and it was clear that their intentions were _not_ friendly. Vanessa assumed a threatening stance and, to Andy's amazement, the air around her started to ripple with heat. He had to take a step back, the temperature around her grew so high.

"What the…" He started as the men stopped a few feet away at the sight of her.

"Just go along with it, ok Andy?" He gave her a puzzled look. "Look scary!"

"Oh!" He bared his pointed fangs and hissed like a snake ready to strike.

"Nice." Vanessa commented after seeing the uneasy look of the men. The man in the suit smiled, despite their hostility. He walked down the alley and stepped in front of his men.

"At ease gentlemen." He said in a voice as cool and collected as if he were trying to sell them a car. "Hello kids. My name is Jonathan Sanders." He put out his hand to shake, but they looked at him coldly and he shrugged, pulling back his hand. "Fine. Down to business." He looked over his shoulder and motioned for one of the men to come forward. He did, and handed him a small slip of paper. Sanders cleared his throat and read off of it…

"Mutant, you are hereby charged with the murder of a non-mutant in a situation where deadly force was not necessary. As this is a case involving the protection of a mutant _by_ a mutant, you are to be imprisoned without trial until such time as you are _deceased_ or your mutation can be _treated_. Do you have a statement which you would like to have on record before you are taken into custody?"

Vanessa looked at Andy in the corner of her eye and glared at Jonathan.

"What if I don't go peacefully?" She said menacingly. Sanders laughed. It was a nasty sound like someone was trying to drown a tiger.

"You'd lose all your breathing privileges, Ms. Viorenza, and we might just have to stop by and have a chat with that brother of yours…"

The expression that made its way slowly across Vanessa's face could have cut through a bank vault. Clearly Sanders had crossed a line, and Andy could tell that the man was in immediate danger of bodily harm.

"If you touch him, I'll burn your damned face off…" She growled quietly, but the menace in her voice filled the silent alley like some sort of deadly smoke. There was a horrible silence and Andy could sense Jonathan's unease. He grinned, his eyes hidden behind his sunglasses, and chuckled, though it was underlined with obvious fear of this girl that stood before him. Andy could feel the heat that radiated from his friend's hands increase with every tense second. Andy stepped forward until he was at her side.

"Van, I think we should go." She never took her eyes off of Sanders. Her eyes…They glowed an almost blinding red and flickered like fire. She looked murderous.

"Do you hear me? I'll _burn your face off_." She repeated, punctuating each word with a flash of yellow in her eyes. Andy grabbed her shoulder to pull her away, but he jerked his fingers back in surprise. Her shoulder, straight through her clothes, was insanely hot. He couldn't touch her without being burned.

"Listen to him Vanessa, _go_. I _dare you_." Sanders smirked, regaining some of his former arrogance. Vanessa, without a word, reached out to pull Andy by the arm. Although her skin was still hot to the touch, she was clearly able to cool down when she wanted to. She pulled him in a slow walk down the alley, never letting her guard down or looking away from Sanders. That was her one mistake.

In a lightning fast movement, one of the men had grabbed Andy by the throat and pulled him away from Vanessa. She turned on the man with a furious "Let him go!" and reached out to touch him with her scorching hand, but before she could reach him, behind her another man in black stabbed a large syringe into her shoulder. She screamed and pulled it out, the metal and glass melting to nothing in her hand. She ran for Sanders, but her legs fell out from beneath her and she collapsed to the slush-covered ground. The snow sizzled and evaporated on contact with her arms, hands, and face and she jolted on the ground, still trying to grab hold of Sander's shoes and legs. He stood there, knowing she couldn't reach him, and smiled. He kneeled down by her head as the strength left her and she lay twitching violently on the cold asphalt.

"Yes, I'll defiantly be paying your bro a visit Viorenza." He said slowly. Vanessa blinked violently, trying in desperation to fight whatever had been in the syringe. She could hear Andy shouting her name, but right now only this man mattered. This man that knew where her brother was.

"Touch him…touch him and…" She gasped and had to stop to catch her breath. Her voice was hardly audible and Sanders leaned in close to hear her.

"What? What could you _possibly_ do to me?" He teased. With all of her remaining strength, Vanessa shot an arm out and grabbed his collar, pulling his face inches away from hers. The smell of burning fabric tinged the air.

"I…will…kill…you." With this threat, Vanessa was out cold. Andy's yells fell on her deaf ears as Sanders pulled his charred collar out of her lose grip and dusted himself off in contempt.

"Take it away." He commanded. The two men that were not involved in restraining Andy lifted Vanessa off of the ground and unceremoniously shoved her into the back of the black van at the end of the alley. Sanders watched, then turned his attention to Andy. Three of the men had him pinned against a wall as he struggled to get free and reach his friend. Sanders approached slowly, theatrically, and spoke calmly now that he was in control of the situation.

"Oh, look at this one…" He said disapprovingly, brushing a hand over the scales on Andy's restrained wrist. He wiped his hand on his pants in disgust. "He's not worth the trouble. The only thing he's good for is a new leather chair! We'll let him go this time. We don't have room at the facility for _useless_ mutants." He piled on the disapproval of this last word, rolling it around his mouth like he was eating a bad piece of fish. Andy had heard about the recent "mutant scare" and the incident in Cuba that the government seemed determined to push under the rug, but was this guy serious? How many mutants were there? Andy _felt_ useless. Here he was, mere feet from a man that had just threatened, drugged, and shoved his best…and only…friend into the back of a van, and he _couldn't do anything_. Well…anything except one…

Andy spat into Sander's face. The man recoiled in revulsion and wiped the saliva off of his face. Andy wasn't afraid. For the first time in his life, he saw a man's fist draw closer and closer and finally make contact with the side of his head, and he wasn't afraid.

Andy fell to the ground, flittering in and out of consciousness for several seconds. It hadn't been a solid hit and while it was going to hurt like the dickens tomorrow, he never blacked out. He saw the five men and Sanders walk away down the alley and pile into the car. _Vanessa_. Using the wall for support, Andy pulled himself to his feet and stumbled toward the van. He heard the engine start and for a moment he was too dazed to continue. He fell against a dumpster, recovered, and made a run for it. He grabbed the passenger-side door handle just as the van pulled away, dragging him along for several feet before he had to let go. His head was almost clear and he started to run desperately after the disappearing van. A car going the opposite way nearly hit him, but he hardly noticed it. All that mattered right now was Vanessa.

As his temperature went up due to the physical strain of chasing the van he could go increasingly faster eventually tearing down the street, dodging cars, fixated on his goal. Now that there were people around, the van had to abide by the speed limit, so Andy actually had a chance of catching up with it if he went his fastest.

The van squealed around a corner and Andy came after it, its speed suddenly dropping to make the turn. When he turned the corner after it however, the van was gone. He stopped, completely out of breath and turned on the spot, looking around for any trace of it. His ear registered a mechanical clanking sound to his left and there was a half closed garage door, just big enough for a van to pass through. The huge concrete building that stood before him was surrounded by a high fence, but the garage was only blocked off by a traffic stop, which he just climbed under. Andy ran up to it, but two large men in the same black uniforms that Andy had seen before stepped out. He was about to fight them to get through to the rapidly closing door when one, who appeared ready to speak, suddenly fell over unconscious. The other did likewise and Andy only paused for a moment to register this before sprinting for the door and sliding in just as it slammed shut.


	4. Chapter 4

Ok everybody! I'm sorry I missed an update yesterday… I was watching Firefly and cleaning my room. Hmmm…Firefly fanfiction… Ok, well, anyway, here's chapter four, and Xavier lovers rejoice because he's back! Alrighty, now on a more serious note…THERE IS ONLY ONE REVIEWER! Thank you Indyhead, but I _know_ there are more of you out there; I've checked the traffic stats! Ok, well don't comment if you don't want to, but I'd like to know what you think. You're silence is freaking me out…It's just…so…_quiet_…It's like, something should…JUMP OUT! Aaaaagh! Ok…so slasher movies aside…please comment and watch the trailer for the new Avengers movie that's coming out! OMG, Robert Downey Jr. is so awesome! As always…Enjoy!

"Charles? Charles? Oh Geeze, Charles!" Hank ran over to his friend, greatly concerned with what he was doing passed out on the ground next to the open door of the van. "Charles? Come on, get up." He said, shaking his shoulder. Xavier groaned and moved a bit and Hank looked around nervously. It was nearly dawn and there was certain to be someone on the street soon. He didn't exactly have an easily concealed mutation and he would defiantly prefer to be at the safety of the mansion right about now.

"I'm coming…'m…Comin'" Charles slurred and Hank tried not to stab him with his claws as he helped him into a sitting position against the van.

"Charles? It's me, Hank. We have to go, there'll be people out here soon."

"Where it she?" Xavier muttered, putting his hand to his head and wincing as he felt the large welt that had formed there.

"Who?"

"The girl…She…she needed help…"

"Look, I don't know anything about a girl, but we have to get back to the mansion." Hank tried to pull Charles into the van, but Xavier waved his furry arms away and suddenly seemed determined to sit there with his eyes closed and his fingers on his temples. The blue mutant sighed impatiently and watched the sun rise behind a building to the east.

"She's not there…" Murmured Xavier with look of total confusion on his face.

"Yeah, that's great, into the car Charles." Hank finally groaned, actually lifting the not-so-small man into the car, narrowly missing his head on the doorframe. Charles seemed not to care however, distracted by something terribly important that Hank could only guess at. With his teacher safely secured in the passenger seat, Hank ran around the van and started the engine. Xavier still muttered incoherently to himself in the seat beside him. Hank wondered if this might be some strange byproduct of a telepath getting a concussion.

The entire ride back to the mansion (about an hour of driving) Xavier never said a word to Hank, none that made sense anyway. He seemed exceedingly worried about the wellbeing of some unnamed girl that was in mortal peril of some kind. As soon as the van pulled up beside the front door of the mansion Hank jumped out of the driver's seat and ran up the newly-installed ramp to the door. He hammered on it for a few seconds until the red-haired Sean finally answered.

"Hey Beast, you don't have to knock you know, you _do_ live here." Hank rolled his eyes and motioned to the van.

"The Prof's real messed up. I'm gonna need your help here. Where's Alex?"

"Uh, he's out back in the practice range, what happened?" Asked Sean in clear concern.

"I don't know." Hank said as the two of them made their way to the van. "I went to chase after a mutant we found and when I came back a while later he was on the ground unconscious. I think he tried to get out of the van and fell."

"Geeze…" Sean muttered as they opened the passenger door. Xavier had his arms resting on his knees with the fingers of both his hands on his temples and his eyes closed, totally oblivious to the two mutants staring at him.

"Xavier?" Hank said gently. No reaction.

"Prof?" Tried Sean. Nothing.

"Oi! Charles!" Hank yelled, hitting the inattentive man in the shoulder. Xavier suddenly inhaled sharply and looked up as if they had just woken him from an intense dream.

"What?" He snapped at them. They stuttered for a moment, unsure of how to act.

"You…are you alright Professor?" Sean asked tentatively.

"No, of course not! There's someone, _another telepath_, out there, and she's in trouble and I can't get to her. No! I am _not _alright!" Sean and Hank exchanged glances.

"You mean Emma? Emma Frost?" Hank asked in wonder. She was the only other telepath that he knew existed.

"No, of course not Emma." Charles said tersely.

"Then who was it?"

"Haven't the faintest." There was a pause. All three of them looked off into different directions, avoiding each other's gazes. "I've got a headache." Charles said suddenly, breaking the silence.

"You hit your head." Hank muttered.

"Yes, _you know_." Charles said with a half-smile. Hank rolled his eyes.

"Yeah, then you also know how much sense you've been making over the last hour."

"Yes….Aren't you going to help me out of here?" The Professor said after another uncomfortable pause, brushing aside the fact that he had just snapped at his two students. Hank helped Charles out of the car and Sean got his chair out of the back. Despite Hank's insistence he refused to be pushed up the ramp and into the house he had lived in for so long.

"I haven't needed help getting in this house since I was brought in here as a baby and I won't be needing it now." He said with an air of confidence that greatly contradicted his true feelings at that moment. He went straight to the new elevator that had been installed, though it didn't yet have the upholstery quite done, and didn't stop until he was in his room.

He slammed the door and rolled over to his bed. He took a deep breath and pushed himself up from his wheelchair with his arms. He swung himself onto the bed and pulled his useless legs up as well. He laid back and closed his eyes. The headache that had cropped up the moment he had woken up hammered on the inside of his head like a small road-construction crew. He rubbed his eyelids with his hands and went through his usual pre-sleep checklist.

_Was everyone here? Yes. Hank and Sean are going down to the practice range to meet up with Alex and they're worried…about me. Figures. No one else in the estate, a woman walking her dog in the street outside the east gate…_

Charles chuckled slightly. The woman and the dog had reminded him of an incident not long after he had first inherited the estate. The neighbors at the mansion a few miles away had a dog that loved to relieve itself just within the Xavier manor limits. It made for a bad first impression for any traveling Professors or associates Charles had around, so one day he had spoken (Telepathically, of course) to the smug woman that walked the large poodle every morning…

_Don't you _dare _let that creature near this lawn!_

He couldn't help but say this in a voice that suggested that the Xavier manor was _very _haunted and watch in silent pride as Mrs. Cooligan ran screaming down the sidewalk, her dog trotting like an oversized sausage behind her.

Past glories aside, Charles was glad that everyone that _should_ be at the mansion _was _at the mansion. As usual, he distinctly longed for Raven's presence, but of course she wasn't there. She had gone off with Eric, the man who had taken his legs, and his best, no, his _only_ friend. Charles abruptly pushed that thought as far back into his mind as it would go and went on to glare at his bedroom ceiling for several minutes, head throbbing, until someone knocked on his door. _Alex._

"Come in." _He wants to know how I'm feeling._

"Hey Prof. How…"

"Like a car accident. You?" Alex opened his mouth to answer, but Charles cut him off with an impatient wave. "Oh, don't answer that, I already know…" Alex frowned. Xavier only got like this when he was really furious about something, and that wasn't very often.

"Fine. So would you mind explaining to me what this whole deal with another telepath is about?" He asked. Charles huffed and put his arms behind his head.

"I don't know really. I was waiting for Hank to get back to the car and… Did he tell you why he didn't catch him; the mutant we found, I mean?"

"No, I think he's waiting until everyone can listen at once."

"Oh, well anyway, so I was waiting in the car and I heard, well, _sensed_, another telepath." Before Alex could comment, he added. "_No_, not Emma Frost. They were young, a young girl…and she was screaming." Xavier ran his fingers through his hair, trying not to shiver at the memory. "I, um, _contacted_ her and she told me that…_they_…were going to kill her."

"Who's _they_?"

"No idea."

"So what happened after that?"

"You already know. I fell out of the van."

"Yeah, right, but what about the girl? Where was she? Does she have a name?" He asked insistently. Charles could sense his concern.

"I don't know. To be honest I'm starting to think it might have been a dream."

"Were you asleep?"

"I don't think I was, but who knows? I might have dosed off, dreamed the whole thing and woke up thinking there was a kid in danger. I just don't know!" Alex could tell the Professor was getting frustrated and thought that now might be a good time to leave. As he turned to go he offered his opinion on the matter.

"I've never seen you as the kind 'a guy who would just dream up something like that. Personally, I think she's real." And with that he left the room, closing the door behind him.

Alex really believed him. Charles wasn't sure if this should reassure him or not. He looked at his ceiling again and let his mind wander, a dangerous endeavor for the world's most powerful telepath. He avoided touching people's minds. He wasn't in the mood for company.

As usual, it took Xavier well over an hour to nod off. He had only been asleep for about two hours when he was aware of a consciousness very close by him. It was like being awakened by footsteps in your bedroom…it slightly unnerved him. He blinked his eyes open and shook his head, attempting to get rid of the scraping sensation on his subconscious. It was like listening t the static between two radio broadcasts. The source was clearly not in the room, the open window let in plenty of daylight to see that he was alone in his bedroom. He pushed himself up into a sitting positioned and listened. There was a voice hidden in the chatter of sound that rattled in his head. With no small amount of surprise he realized that it was the girl. Immediately Xavier attempted a link to her. It was like a long distance call and her voice was faint, although he could almost feel her presence in the room. He had never experienced anything like this before and it intrigued as well as alarmed him.

_Are you alright? _He tried to ask over the distance that separated them. A faint voice, still caught up in the strange static answered,

_Charles Xavier? Are you Charles Xavier? Did you try to help me?_

_Yes! Yes, and I _will_ help you! Just tell me where you are and my friends and I will come and get you…_

_You have to get to the high-security mental hospital on Dove St, 22474. _Said a very small, very young voice. Her words were decisive and well chosen, though her calm message was underlined with an incredible amount of fear. Her voice continued, growing weaker by the second. _That is where they keep the…The…The…_

_Hello? Are you there? That's where they keep who? Hello? _Charles asked in desperation as the static completely covered her voice.

…_The mutants that are dangerous…The mutants…that…have…killed._ There was total silence. Some of the girl's fear had passed through to Xavier and he sat propped up on his shoulders shaking like a leaf. She wasn't just scared for her own well-being, but that of others. Other mutants were in danger. They had not been able to control their powers and had killed non-mutants.

With shaking hands, Charles reached to the side of his bed and felt around for his chair. He pulled it closer to the bed and swung down into it faster than he had ever been able to do before. He rolled over to the closed door at full speed and was down the hall and in the elevator in a matter of seconds. He could sense Alex, Sean, and Hank in the sitting room downstairs. When he wheeled into the room they all looked up in surprise which immediately turned to confusion at his disheveled and slightly manic appearance.

"I know where they are!" He announced. The mutants gathered around the coffee table exchanged glances which clearly said _yep, the Prof's finally lost it_. Charles rolled his eyes and wheeled his chair all the way into the room so that he could carry on a more relaxed conversation with his students. More calmly he repeated, "I know where the girl is. She just contacted me, _in my head_!" He added, unable to hide his obvious admiration of the young telepath's abilities. Alex was the first to comment.

"Where?"

"Dove Street, New York City in some _High-Security Mental Hospital_. Apparently that's where they've decided to put all of the mutants that pose a threat to the general population." In response to their blank expressions, he added, "And I don't think they're being very well treated there. I want to go and help them."

"What, just go and let loose a bunch of dangerous mutants?" Sean said before really thinking about what he had just suggested.

"So, what? We leave them there? Aren't you forgetting that _I_ was in prison before the Professor here got me out." Alex pointed out. Hank nodded.

"Yeah, and what if they're like me? It's not like I can help the way I look. Maybe they can't either." He pointed out.

"Not to mention what might happen if we _don't _get there first." Muttered the Professor.

"What do you mean, _first_?" Sean asked.

"Who do we know that might be looking for some potentially dangerous and _impressionable_ mutants?" Charles asked with obvious hostility in his tone. He heard the thoughts of everyone as they realized. _Eric_.

"So, if _we_ don't get these guys out and start training them…" Alex gulped.

"..._He_ will." Charles finished. By unspoken consensus they had decided. They would have some new students at the X-Mansion. Feeling slightly foolish, Hank cleared his throat, breaking the tension of the moment.

"Hey, is now a good time to mention the fact that there's a werewolf lose in New York?"


	5. Chapter 5

Alright guys! Let the awesomeness of chapter five ensue! (Or something ) Ok, so first off, Happy Presidents Day! Second off, be prepared for a somewhat short chapter, but I'll make up for it this week, I promise! Third off (Geeze, with the _off_s!) If I don't post for a day or two it's because my schedule's kind messed up right now…I'm gonna be gone on a Skills USA competition Thursday and Friday, so I won't be posting then, and I also screwed up my knee, so between complaining about my crutches and seeing doctors that apparently went to med school just to look at peoples' knees and tell them "Yup, it's busted…" I might miss a post or two…So just bear with me, I'll get this sorted out! Ok, so chapter five! Enjoy!

(BTW, are you guys shy or something? Still no comments… Seriously, I don't bite! (But Hank does!)

The man running in front of Hank was stunningly fast. Even Hank (aka _The Beast_) was unable to catch him right away. The man darted into another alley as he gained on him. The young man was breathing heavily, partly in fear, partly in pain.

"Hey! Stop!" Hank shouted after him. Based on the kid's expression as he looked over his shoulder, stopping was one of those things he _wasn't_ planning on doing. After a lengthy chase through a few more (thankfully abandoned) streets, Hank was finally close enough to pounce.

"Hey man, I'm warning you…" He said in a last ditch effort to avoid injury for both parties.

"Leave me alone!" he shouted. _He asked for it…_ Hank leaned forward and ran on his hands and feet for a few steps then leaped fantastically over the man, grabbing him around the chest as he fell. The two mutants rolled to the ground and struggled for several seconds, but Hank inevitably got the upper hand. He put a clawed hand around the teen's neck, holding him down until he stopped trying to get away. Only then did Hank realize that there was something very wrong…

The teen's eyes were wild and darting around like two spasmodic bumblebees in glass jars and his hair was long and matted. He had a full beard even though he was clearly no older than 16 or 17 and his teeth when he opened his mouth were longer and pointier than was to be expected

"Please…Just let m…m…me g…go. It's…f…f...for your own…g…g… good." He had a terrible stutter. Hank thought it was a strange thing to say, seeing as _he_ was the one with claws and a mouthful of three-inch fangs.

"Hey guy, calm down, I don't want to hurt you." He said.

"Yeah, and I, d…d…don't w…want to hurt _y…y…you_, so just l…let me go, ok?" Hank studied the strange teenager for a moment. Something else was wrong…Was it possible that his dark brown hair was _growing_?

"Are you ok? Maybe you should see a doctor…" Hank suggested, slowly letting go of the teen's throat. The second he had loosened his grip, the kid threw him off, actually _threw_ Hank off of him, jumping to his feet and backing away. When the blue mutant had recovered he got to his feet and his respect for this small mutant began to grow.

"Look, you can go, but I want to help you, _we_, want to help you!"

"We?" The kid asked, his voice shaking slightly as he continued to back away.

Come on, use your eyes! Mutants! You, me…Every mutant has a right to be taught and protected. There' a school…" Hank was about to tell him about the academy when the teenaged mutant suddenly let out a horrific scream and collapsed to the ground in front of him on all fours. He gasped in pain and Hank started to come to his aid, but the kid put up a shaking hand, stopping him.

"Stay…back! I… d…don't want to hurt y…y…you!" Hank watched in horror as the boy's body changed, right there in front of him. His screams could certainly be heard for miles as his face stretched, elongated, and grew until it formed a snout like that of a dog. Long fangs grew out of his mouth. His back grew hunched and more muscular and pitch-black fur grew out of every inch of his exposed skin. Where his legs and arms had been grew long, powerful limbs and meat-hook like claws on every finger and toe. Hank was horribly reminded of his own transformation to his animalistic form. As the boy's body changed, so did his wails. It morphed horrifically from screams to growls, and from growls to roars until before Hank was a huge, growling, bloodthirsty wolf.

"Whoa…" He stuttered. Now he was the one to back away in shock and fear as the hideous creature stalked slowly toward him. "Kid? Kid?" He tried, but it was no good. The light brown eyes looked back at him with recognition, but the wolf itself continued toward Hank. The boy was still in there, Hank could feel it.

Suddenly, the beast gave a terrible roar and hurled itself at Hank. He was thrown back by the weight of the creature and struggled to pull it away as it tore at his throat. He slammed it against the brick wall of the building behind him and the wolf slid down it to the ground. It recovered quickly, leaping to its feet and snarling in anger.

Hank watched it. Instinctively he was terrified, but he was surprised when a menacing growl rumbled through his throat.

_Oh yeah…I'm a Beast…_

He let out an enormous roar, running at the wolf. It jumped back and barked, but didn't attack. Hank took a swipe at it with his clawed hand and it retreated a few more feet down the alley. So it wasn't completely fearless… Another snap of jaws and threatening roar sent the creature running away and into an empty street, Hank close on its tail…literally. He realized that he would have to keep this mutant away from civilians until he could work out what to do about him.

_A werewolf. Figures. I hope Charles doesn't mind waiting a while…_

The sun was starting to come up when Hank finally saw the wolf (thankfully busying itself with digging through some dumpsters) seem to fall asleep and collapse on the ground. Hank waited a while before approaching, but he could tell that whatever this was had nearly reached its end.

Cautiously he approached the unconscious wolf. Looking around he realized how exposed their position was. Any early morning passer-by would clearly be able to see them. With considerable difficulty Hank dragged the creature into the shadows and peered at it…him…waiting for him to wake up.

It was several minutes, but the wolf's body began to morph just as it had before, but as if in reverse. The snout disappeared into the head and the limbs bent and warped until they were once again human arms and legs. Realizing the man's clothing predicament, Hank took off his over-sized coat and laid it over him. It was another five minutes, but the now completely human mutant finally came around.

"Hey, get up man." He said, nudging him in the shoulder. The bearded teen jumped at the sight of Hank, but he relaxed (Though he did look awkwardly from the blue mutant to the coat that covered him) after seeing that they were alone.

"Geezes, guy." He said in a voice totally lacking in the stutter from before. "I thought I told you to get lost. I could'a killed ya."

"Don't flatter yourself." Hank joked. The teenager gave a hallow chuckle and sat up with his back to a wall.

"You were talking about a school?" He said, peering at Hank keenly.

"Um yeah, I think you'd like it there, especially with your…your, well…"

"The fact that I grow fangs every couple of days?"

"Yeah, that."

"Look, I'd normally jump at the opportunity to be safe and to have the people _around_ me be safe, but now is just not a good time."

"Care to explain?"

"Not really. Just know that I have a system that works for me and that, until you chased me away from my hide-out, I've never been a threat to anyone." Hank wasn't sure if he believed this, but he figured that there would have been _something_ in the papers if there was a werewolf attacking random citizens in New York backstreets.

"Well, as long as it works for you…"

"It does, for now… If I can, I'll get in touch though. It's nice to know there's someone else out there. You know… That I'm not alone and all."

"I know what you mean. You can contact us by phone. Believe it or not we're actually in the phonebook."

"No kidding?"

"Xavier's School for Gifted Youngsters. Look it up." Hank stood up and smiled.

"I will. Thanks man. I'm assuming you kept me out of trouble?"

"Something like that." Hank ran off at a jog in the direction of the van. He glanced at his watch as a large black van passed by him on the road. Four hours! For four hours he had left Xavier alone. Hank ran a little faster, the sun rising behind him.


	6. Chapter 6

Ok everyone…SUPER LONG CHAPTER HERE! (At least I think so!) I've been stewing over whether or not to post this because I was seriously considering one of three things…Killing off a character early on to induce anger in another character…Adding in a completely different character to keep the plot line fresh and in good working order…Having a main character seriously injured to add both dramatic tension and romantic strain to the story.

So which did I do? Well, I guess you'll just have to read and find out!

As always…Enjoy the awesomeness that is, X-Men! (Also, just do a Google search for "X-Men First Class 2". Your mind will be BLOWN!)

-E.H.

When Hank had relayed this story to the others there were amazed faces all around, and one particularly unpleasant look from Xavier.

"And you thought this wasn't worth telling us sooner?" He asked with one eyebrow raised.

" I _would_ have…" Hank said defensively. "But when I found you, you know…I didn't think it was worth mentioning at the time."

"That guy is dangerous! He could _kill_ someone if he's not careful!" Sean exclaimed harshly. Hank threw him a dirty look and Alex jumped in to defend him.

"He's right Beast, that guy clearly couldn't control himself. If he could knock _you_ to the ground… Well what could he do to the average bystander?" He asked. Hank had to agree with his logic, but he still didn't care for his smart-Alec remarks.

"Alright _Lasers_…" He muttered under his breath, but loud enough for Alex to hear him.

"Hey! Shut u…"

"Quiet!" Shouted Xavier over the both of them before they got out of hand. The three students looked at Charles, back at each other, and settled back in their chairs. "Good. So now we have two problems…This new mutant and the facility the others are being held in. Now which do we all think is most important?"

"Well…" Started Hank. "…I think the facility is more _pressing_… The wolf guy seems to be able to take care of himself for the time being."

"Yeah," Added Sean. "And if Mag.."

"_Eric_…" Corrected Charles coldly.

"Right, if…_Eric_…is recruiting mutants and knows about this place then it's only a matter of time before he goes after them."

"We need to get there first." Finished Alex.

The van drove slowly down the street and pulled into an alley that was cat's-corner to the "High-Security Mental Hospital". Inside were the four remaining mutants living at the X-Mansion: Hank, Alex, Sean and Charles, all dressed in their full jumpsuits, each specially designed to aid them in the use of their mutations. Alex was in the driver's seat and Sean sat beside him on the passenger side. Hank and Charles were in back. Everyone was unusually quiet. The shadow of the building across the street from them was cast over the empty road in an eerie blackness. The evening seemed to be holding its breath, waiting for something to happen.

"So what now?" The ever impatient Alex said, breaking the silence.

"We wait until dark." Charles said quietly. He had a lot on his mind right now…literally. There were a large number of mutants in that building, and they were all chattering in his subconscious.

"Remind me again why we had to get here so early?" Sean asked.

"We need to be hear just in case someone shows up to get in before us." Hank explained. He tiptoed around the "_someone"_, but everyone knew who he meant. There was a long silence. Hank scratched some paint off the wall of the van with his claws, Alex drummed his fingers on the steering wheel, Sean picked nervously at the fabric wing of his jumpsuit, and Xavier concentrated. He was attempting to touch the mind of the girl to, if nothing more, tell her that they were here…that she would soon be free. It was like someone had put up a brick wall separating them. Every time he tried to force a thought through it, it was inevitable deflected uselessly away again. Charles was awakened from his endeavors by Alex.

"Hey guys, look at this." He said, looking out of the windshield. The others followed his gaze and saw a large black van turn the corner at the end of the road and enter the fenced in area through the vehicle entrance. It drove into a garage and the door started to close immediately after it entered. Only a second or two later a small kid in a black hoody tore around the corner in a full sprint. He stopped and looked around, saw the garage door closing, and made a run for it. From where he stood he couldn't see the two armed guards hidden just inside.

"Geezes, he's gonna get shot!" Hank said suddenly turning to Xavier. Without hesitation the telepath put his fingers to his temple and concentrated on the mind of the first guard.

_Sleep._

The first guard slumped to the ground in a dead faint. Entering the mind of the second guard, Xavier repeated the command.

_Sleep._

The boy hardly paused before jumping over the two unconscious men and sliding under the shutting garage door just in time. The four mutants in the van sat in silence for a moment. Sean spoke up.

"So, we came early to do what exactly?"

"To stop someone from getting in before us." Alex muttered.

"So what was…"

"That was a change of plans." Charles said, unbuckling his seatbelt. "Hank, could you get my chair out?" As one the team exited the vehicle and used it to shield themselves from sight as Hank helped Charles out of his seat and into his chair.

"Let's do this then…" Xavier said, putting his fingers to his temples and closing his eyes. He sifted through the thoughts of the many mutants, singling out all of the non-mutants, the guards. There weren't any out front except the two unconscious men by the vehicle entrance.

"Are we good?" Asked Sean.

"Yes, but there's a security guard just inside the garage door. I'll get him to open the door."

After a few seconds the team saw the garage door rise up and Charles gave the go-ahead. They ran across the street and ran under the lowered barrier that prevented vehicles from entering. Alex, Hank, and Sean reached the outside of the door and flattened themselves against the concrete wall. There was an uncomfortable wait as Charles finally crossed the road and joined them. This was something they had simply not considered.

"Listen, Charles, you're kind of the pace-setter here..." Alex began. Xavier raised an eyebrow and cocked his head at him, suddenly feeling very old.

"And?"

"And well, you're kind 'a…you know…"

"Slow." Finished Hank. Charles seemed to consider this for a moment. Ever fiber of his ego wanted nothing more than to carry on doing what he was doing, albeit doing it rather slowly…but his slowing down the group was going to put people at risk.

"Fine. Sean, give me a push would you?" Sean looked uncomfortably at Alex and Hank, but slowly walked around to the back of Xavier's chair and gently placed his hands on the disused handles.

"Are we clear?" Hank asked, peering around the corner into the garage.

"We're clear." Confirmed Charles. His stomach churned as Sean pushed his chair forward to keep up with the others as they entered the dark garage. It was musty and smelled like diesel. They stepped around the sleeping figure of the guard where he had fallen after opening the door. The group continued to walk through the garage in which several black vans identical to the one they had seen before were parked. They reached a large metal door at the end of the long room and stopped.

"Where do we go from here?" Whispered Alex who was leading the group with Sean. Charles took a moment to read the mind of a guard just inside the next room. There were three floors, the bottom was all offices and non-mutant habitation areas, the top two were all mutant-containment and research areas. It was the second of these that made Xavier shiver. He searched the guard's memories of the facility and could distinctly sense the horrible things that were being done to the more _unique_ mutants. He also searched for any memories concerning the girl, but there was only a reference by higher-ranking men to an "exceptional mutant" that had a specialized cell on the top floor. Xavier put the guard to sleep and pulled away.

"We go through this next room, take a left, get in the elevator and go to the third floor. I'll take care of the guards as we go." Charles relayed to the group. Alex nodded and opened the door. The basic interior of the facility was like that of a particularly unpleasant hospital. The floor was a dark grey tile and the walls were white brick with no windows or decorations of any kind. Without hesitation they headed through the room to an archway on the other side. This lead to a dimly lit hallway and, turning left, the stainless steel of the elevator door gleamed in the flickering florescent lights. Alex pressed the three and in a few seconds the elevator arrived. They piled in and the door closed behind them.

"Do you think this is too easy Charles?" Asked Hank as they began to move. "Charles?"

"I'm concentrating." He murmured looking straight forward, unblinking.

"On what?"

"The security guards that just saw us get in here." He said, pointing at a security camera in the corner of the small space.

"So? Just put them to sleep." Alex said, frowning.

"Can't." Charles said tersely. "These men have had training, they know how to block me a bit."

"They can do that?" Sean muttered and Hank threw him a dirty look. There was a moment of silence until Charles sighed and settled back in his chair.

"Well?" Asked Alex. "What did you do?" Charles smiled.

"They know how to keep me from making them go to sleep, but they don't seem to know a thing about fixing a broken security TV…"

The doors of the elevator opened and the four of them got out and entered a completely different hall. This one had sterile white walls and floors and was brightly lit by overhead lights. The walls on either side were lined by what must have been over a hundred white doors with small windows in each.

"There aren't any guards up here." Xavier assured the others. He turned and looked at Sean, giving him a clear sign to let go of his chair. He obliged and stepped back, turning to look in one of the windows.

"Geeze…" He murmured. The others turned to see what he was looking at. He stepped back and motioned for Alex to take a look. He did and also walked away from it.

"This is sick." He growled under his breath. Hank looked and had a similar reaction.

"What is it?" Xavier asked with concern. His chair didn't allow him to see into the room.

"It's a kid. It's a freaking _kid_…" Said Hank, still looking in the window. Charles couldn't bare this explanation and hastily looked through Hank's eyes.

The room was small, five feet by six at the most. There was a steel bench on the far wall and the rest of the room was completely blank. On the bench was a sickening sight. A small child no more than four or five years old was sitting with her legs up to her chest, shivering. Her short blond hair made her already pale face look white. Her grey eyes found Hank's at the window and she screamed, her voice cutting through the metal door like it was made of paper. Hank jumped back and Xavier pulled out of his mind. There was a long pause as the four mutants took this in.

"Alex? Could you…take a look in some other rooms… please?" Charles asked quietly. Alex nodded and walked down the hall, looking into every room. He returned with a spiteful look on his hard features.

"They're all full." The gravity of his words sank in…There must have been a hundred doors…

"Let's…let's find that girl so we can get out of here and think of a better plan." Xavier stammered, rolling his chair the opposite way down the hall.

"What, we're just going to leave them here?" Sean asked incredulously. Charles could sense his disappointment. He stopped with his back to them. He didn't want to see their faces.

"How do you propose we get them out?" He waited. No one spoke. "Exactly. We can come back for them…and we will…but we greatly underestimated the scale of this and we can't get this wrong without losing lives…and that's not something I'm prepared to be responsible for." He let his words sink in and continued down the hall, concentrating on finding the young telepath that had called to him. As he passed room after room, he could sense the people inside each. Most of them were too frightened to put together clear thoughts. Unable to locate the telepath, Charles tried a new tactic. He attempted to localize the area his mind could not reach into. If he could find that it was more than likely that the girl would be inside.

It took several moments, but concentrating intently he located the area. It was small and Charles could tell that it was a room. It was much the same feeling as when he attempted to read the mind of Emma Frost or Eric when he wore his helmet. He continued until he was very near the area and he looked around. He was near the end of the long hall. There was a single door, the same as all the others but with no window, at the end. He approached it slowly and stopped. He touched the metal door with his fingers and put his other hand to his temple. Now that he was close, he could vaguely feel a presence on the other side, but whether or not it was the girl he couldn't tell. To his surprise, he found that the door appeared to have no lock. He reached for the handle when a voice behind him stopped him.

"Hey, Charles, wait!" It was Hank. He ran up to Xavier and stood beside him.

"Should we talk about this? I mean, I know how messed up you got the first time she talked to you…"

"I'll be fine, Hank. Just keep an eye out for guards."

"Won't you be able to warn us? You'll _know_ when there's a guard, won't you?" Charles took a deep breath, reaching for the handle again.

"No. I have to concentrate on this. She's very unstable and I don't need her in my head." Hank nodded without a word and turned his back and faced the hall.

"Sean and Alex are downstairs looking for the kid we saw get in before us. They said they'll be back here in ten minutes, tops."

"Alright. Remember, warn me as soon as there's trouble, because I won't know until you tell me." Collecting himself, Xavier pushed down the doorknob and slowly opened the door. "Whoa…" He said, immediately putting his hand to his head. He was totally unprepared for the force of the girl's telepathy. An endless stream of emotions, thoughts, and words hit his subconscious like a ton of bricks. Hank turned around but Charles waved him off.

"I'm fine." He said, though Hank remained at his side until he recovered. Xavier looked up and for the first time saw the girl. She was as young as he had guessed, 11 or 12 at the most, but she was small for her age. She looked underfed and ill. Her skin was pale and her eyes looked dull, like those of a dead fish. Her long brown hair was curly and hung around her face and fell onto her shoulders producing the only color in the small cell. She sat on the bench opposite the door and as Xavier cautiously entered the room, her glassy eyes followed him.

He felt her thoughts, but it was almost impossible to identify individual words or memories. She was clearly immensely powerful, but she was also unable to control herself. Her thoughts were forcing their way into Charles' mind and he fought to remain in control. He telepathically commanded Hank to close the door and as he did so, the thoughts of all of the other mutants and guards in the entire compound vanished into nothing. Charles realized he had been holding his breath in his efforts to remain in control and he gasped as the strain of all of those minds was lifted from his own. Suddenly he and this girl were the only people on the planet. They were alone and could only communicate with each other. Although her voices still rang loudly in his mind, Charles now found it much easier to separate her emotions from her words. One of these voices was louder than the others, so he concentrated on that. It took an immense effort, but he managed to single out what he realized was her true telepathic voice.

_Who are you? Who are you? What are you doing here? You are a telepath. Who are you? Don't hurt me. Who are you?_

Charles realized that he was blocking his thoughts from her and immediately made contact.

_It's alright, I'm Charles Xavier. I've come to get you out of here. _

The girl in front of him tilted her small head to the side and frowned.

_Why are you in a chair Mr. Xavier?_

Charles didn't know what to say. He had no idea how long she had been in here, cut off from the world. Was it possible that she didn't know what a wheelchair was?

_It…it helps me move. I can't walk._

There was a pause. The girl didn't move as another wave of emotions and thoughts hit Xavier and he had to close his eyes and concentrate on not letting her into his mind. He knew that it might help her, but she was untrained and could be a dangerous person to have exploring your thoughts.

_You have to clear your mind. I can't talk to you when you're projecting all of your thoughts at me. Calm your mind._

He could sense her attempts at lessening the flow of her emotions, but she was having enormous difficulty.

_I'm trying Charles Xavier. I'm trying…_

_ Try thinking of a happy thing and a sad thing at the same time. Find a balance that works._

She looked confused but tried again. This time, Charles could see her thoughts. She was thinking of grass…nothing else…just grass. He could feel her happiness at the sight and smell of it. He could sense the memory as something very old, but very special to her.

Suddenly the light feeling was crushed by wave after wave of hideous memories. There were people in white lab coats and tools…they leaned over her and poked and prodded, _studied_ her. She was screaming, crying…

_Stop!_ Xavier commanded.

The stream of thoughts suddenly ceased. There was total silence and Charles let out a sigh of relief. He slowly wheeled his chair across the small cell to the girl. He smiled reassuringly but she merely looked at him, not quite blackly, but with no recognizable emotion to her face.

"What is your name?" Charles asked out loud. She looked confused, like she didn't speak the same language. He tried again telepathically.

_What is your name?_

_I don't know._

_Were you born here?_

_I don't know._

_Where are your parents?_

_I don't know._

Xavier frowned. There was something very wrong here.

_What have they done to you?_

The girl shivered through the oversized white smock she was wearing and Charles wished fervently that he had something to give her to wear over the thin clothes. She didn't seem to understand anything except telepathic communication, so he continued to speak to her with his mind.

_Would you like a name?_

There was a pause.

_Yes._

_What do you want to be called?_

She didn't answer, but appeared to be in deep thought.

_I like your name._

_What, Charles?_

_No, Xavier._

_Alright…You can be…Xandra. How's that?_

_I like that._

Charles smiled at her. He sensed her happiness at having a title for the first time, but also her immense fear. She still didn't know what the world outside looked like. She had some notion of Xavier taking her away, but whereto she didn't know. Charles offered her a hand and she immediately recoiled, tucking her legs up to her head and crouching in the corner. The barrier that had prevented her thoughts from over-taking Charles was suddenly broken and her voice screamed from every direction…

_Don't hurt me! Doctors, no! Don't touch me! Don't hurt me! Go away! Go Away!_

Charles backed off at once, surprised by her outburst.

_I'm sorry, I won't touch you, I promise. Listen to me…please._ He told her as calmly as he could as she wailed in both of their minds, tears streaming down her face. Her screams began to manifest themselves as a splitting pain across Xavier's temples and he held his head in his arms with a suppressed yell of agony, still trying to contact the terrified child.

_Xandra, please…you're hurting me. Just…_

The second he mentioned his own discomfort the pain disappeared completely and the voices were silenced with enormous difficulty on her part. He felt her immense guilt and Charles tried to comfort her.

_I'm sorry, that was my fault. I shouldn't have…_

He was cut off as Xandra put out her hand. The skin was pale and her hand shook violently. Charles looked at her for a moment, giving her time to reconsider, before taking her hand in his. It was cold and clammy. Xavier looked into her eyes and saw that some of the fog seemed to be receding. How long had it been since she had felt the skin of another human being? Had she ever?

_Do you want to leave now, Xandra?_

_Yes._

The door behind Xavier suddenly opened and Hank stuck his head in. All at once the thoughts of all the other mutants came back to Charles and for the first time they sounded deafening. Xandra seemed to be having the same feeling and winced, cowering in the corner but not letting go of his hand.

"What is it, Hank?" He asked impatiently as Xandra shivered in the corner at the sight of the blue mutant.

"There's a guard coming our way. Alex and Sean are out here and we have to hide." Charles considered this for a moment. He looked into Xandra's eyes and spoke to her gently.

_These are my friends and they won't hurt you. Can they come in?_

She seemed to think about this, but nodded and Xavier turned around in his chair and faced Hank.

"Bring them in…and close the door." One by one the three mutants piled into the tiny room and Alex closed the door behind them, once again shutting them off from the outside world. Xavier wheeled into the corner by Xandra smiled at her.

Her eyes flickered over the newcomers and her fear increased slightly. Charles could sense that she associated large groups with the doctors. He gave her hand a reassuring squeeze and ignored the looks given to him by his friends.

"So what now?" Asked Alex. Xavier shrugged.

"This room blocks my mind. I don't know where the guard is and there's no window, so I expect we wait." The others couldn't disagree, so they stood in the cramped space and tried to look at the girl out of the corners of their eyes. It was strange how she looked at people, like she distrusted everything. It was several long minutes before Hank spoke up.

"So, do you think we should check the hall?" There were nods all around and Hank slowly turned the doorknob. He peered out of the opening to look, but Charles could sense no one in the hall.

"It's clear." He said and in relief Alex, Sean, and Hank piled out of the room. Charles turned back to Xandra whose hand he still held.

_Are you ready to go?_

She looked terrified but nodded and slowly stood up, her small legs hardly seeming able to support her small frame. She never let go of his hand. She had a very strong grip.

Charles pushed his chair somewhat awkwardly with his other hand and guided the girl out of the room as she walked beside him. Out in the hall she looked around anxiously, but Charles knew there was no one there.

_It's alright. Do you know how to see people's minds?_

_Yes._

_Then you can hear the thoughts of all the other mutants on this floor?_

_They're so loud…Will you help them?_

_Yes...But we can't right now. We have to come back for them._

She suddenly turned to look at him with her eyes wide and full of fear.

_What's wrong? _Charles asked, stopping to speak with her. She looked like she was going to scream.

_There is someone else here…_

Charles was confused. He sensed no one.

_Who? Where?_

_ There._ She answered, pointing down the hall to where Alex, Sean, and Hank were about to turn a corner. Xavier put his fingers to his temple and immediately sent each of them a command.

_Stop! Come back here!_

As one they turned in confusion and started to run back. Xandra started to pull Charles toward a cell door. She stood on tiptoe and peered into the window. She then closed her eyes and Charles sensed her thoughts reaching out to someone on the bottom floor. She opened her eyes, typed something into the password lock on the door, and pulled it open. She pointed inside and Alex, Hank, and Sean hurried in, casting a strange look at Xavier as they passed him. He waited outside and was about to ask Xandra what she was doing when she suddenly reached out her harms and pushed his chair into the room. She followed him in and closed the door behind her.

"Charles! What the heck is she…" Alex started, but Xandra put a finger on her lips and Alex was silent. They group remained noiseless in the empty cell for several seconds before they all heard it. The horrible realization of the moment hit them…

_Whoosh…thump._

_ Whoosh… thump._

_ Whoosh… thump. Scream._

_Azazel._


	7. Chapter 7

Ok everybody, I'm back! Chapter…let's see…seven? Yeah, seven. Ok, so sorry about missing a bunch of updates last week but I've kind'a been in and out of doctor's offices because of my bad knee, so _hopefully _that won't lead to surgery cause I thoroughly believe that I am the most _squeamish_ person on planet Earth. Anyway…I'm back, so enjoy chapter seven!

-E.H.

The sound of the teleporter's movements drew closer and closer down the hall until they were terrifyingly near, almost at their door. It was suddenly quiet. There was a tense moment as everyone exchanged glances. Hank slowly inched toward the door and looked out the small window.

"He's not out there." He whispered.

Suddenly the red profile of Azazel appeared inches from Hank's face. The blue mutant leaped to the side and stood with his back pressed to the wall, hidden from view as the teleporter turned to look at the door. His demonic featured came into sharp contrast as he drew closer. Charles was confused beyond belief. He couldn't sense him at all…it was like he was a ghost. Only after he noticed this did he realize that he was in the direct line of sight from the window. Azazel's green eyes searched the small room filled with mutants and Charles waited for the inevitable grin that would cross his face when he recognized them…but it never came. The Russian frowned and stepped back, disappearing in a wisp of red smoke.

Everyone collectively sighed in relief and looked around at each other. Alex laughed nervously.

"Nice one Professor, I thought he had us!"

"That…that wasn't _me_…" He said. As one, all eyes turned to Xandra. She was standing with her small face scrunched up in concentration with her eyes closed, oblivious to everything.

"_Her_?" Whispered Sean, looking at Xavier, as if waiting for him to announce it all as a joke. It was no joke, however, and as Xandra's face relaxed and she opened her eyes he looked almost embarrassed.

_Why are they looking at me, Xavier? _She asked as her brown eyes looked at the faces of the group members around her.

_They…they're…impressed, Xandra._

_Oh._

She looked at the ground nervously and wiggled her bare toes on the concrete floor.

"Charles, why didn't _you_ take care of Azazel?" Hank asked, turning his attention back to the Professor.

"I…I _couldn't_. It's like he's not there. Maybe it's, oh."

"What?"

"Yes...it is."

"Charles, what is it?"

"It's Emma Frost."

The deafening sound of crushing metal rang in the hall outside of the cell, making everyone jump. After each sound there was a short pause, and as each time it came closer, they realized that it was doors. It was the door in the hall being torn from their hinges and dropped to the floor. The walls shook as it drew nearer and Xandra's grip on Xavier's hand tightened.

_Xandra, can you sense them? The people that are coming?_

_Yes._

_Can one of them sense you?_

_No._

_Are you absolutely sure?_

_Yes. _

_How many are there?_

_No, _no_!_

_What's wrong Xandra?_

Her hand pulled away from his and she stumbled back to the far wall of the cell and slid down to a crouch, covering her mouth and shivering.

"Xandra? What are they doing? Xandra!" Charles exclaimed, pushing aside Alex as he wheeled over to her.

"Prof, oh God…Prof…It's…" Hank stuttered as he risked a look out of the window. Charles entered Hank's mind again to look out into the hall and the sight nearly gave him a stroke.

Six mutants were making their way down the hall. Xavier knew every one of them. Raven and Emma Frost, Azazel, Angle, Riptide…and their leader. At first Charles didn't recognize him, but as he turned away from the open doorway of a cell his features became clear.

"Eric…" Whispered Charles, drawing away from Hank and putting a shaking hand to his head. Xandra peered at him with her glassy eyes and whispered into his mind.

_Do you want to talk to him?_

Charles looked up at her in confusion. Her voice sounded extremely collected and somehow older.

_What do you know about him? Can you reach his mind?_

_No._

_Then how could I talk to him?_

_You're friends...Aren't you? _Charles stuttered incoherently as another door was torn away right across the hall from them._ You can still_ talk_…Just not in your mind. _

_Yes, but…_

Harsh words were heard outside and a loud scream rang through hall outside.

_Try. Please. _Continued Xandra. _Raven wants you to._

Charles stared at Xandra in disbelief. He looked at the door and through the window he could see the back of Eric's head, covered by a smooth red helmet. He looked back at Xandra who frowned and pulled back into her corner, her moment of mature conversation lost.

Slowly, deliberately, Charles pushed his chair toward the door where Hank stood. He looked up at the blue-furred mutant with a look of such determination that without hesitation Hank opened the door for him. Continuing into the hall and stopping behind the man who used to be his friend, Charles waited for him to turn around.

The door of the cell across the hall that Eric was now facing lay on the floor to the right and the open doorway revealed a teenaged boy with a scarred face standing facing the group. He was clearly a patient, dressed in white clothes, pale and underfed. Eric's cool and measured voice trailed off a sentence that chilled Xavier to the bones.

"You have a choice, fellow mutant. Think about this carefully because your life depends entirely on your answer… You have been imprisoned and mistreated by _non-mutants_. You were born the way you are, and you are hated and feared because of it. If you want to be respected and cared for, now is your chance. Of course, if you refuse, you are clearly against our cause…and as such a threat to our existence. Only a mutant can harm us, and we can't have any opposition if our mission is to continue. What do you say?"

Eric put out a hand to the teenager. He didn't move. There was a pause and the boy suddenly screamed and ran at Eric. The kid was clearly insane.

"Azazel." Eric said calmly. The teleporter at his side disappeared and reappeared between the teenager and Eric. Before he could stop or even understand what had happened, Azazel had hit the boy hard in the head with his elbow. He sank to the ground, hitting his forehead hard on the remains of the metal door. He was in a bad way, nearly dead.

Charles watched this unfold in horror.

"Shame. We could have used another recruit…" Eric muttered to Raven by his side. A small flicker of pride emerged in Charles as he saw his sister's look of repulsion at the body of the boy in front of her. Eric turned to face the door behind him and nearly walked into Xavier.

There was a very long moment of tense silence as the two groups sized each other up. Sean, Alex, Hank, and Xandra in the cell behind him took a step forward, ready to defend Charles should the others attack. Azazel reached for the knife strapped to his sleeve, but Eric held up a hand. He looked in confusion at his recently abandoned friend.

"Charles?" He whispered. His eyes fell on Xavier's chair and he looked back at Charles' stony expression. He put two and two together and Xavier could see his face lose some color.

"Eric, what are you doing?" Charles asking in as measured a voice as he could manage under the circumstances. Eric looked like he had just been punched in the face. Emma Frost at his side stepped toward Xavier, transforming into her diamond form.

"What are we going to do with him Magneto?" She asked coldly. Xavier looked from her to Eric and back.

"Magneto? You kept her pet name for you, did you?" He asked, unable to contain his anger as his gaze fell on Raven. She looked like she was going to say something but Eric cut her off.

"'Eric' sounds a bit normal. I thought Magneto was a little more…_personal_." He looked at Raven as he said this, putting a hand around her bare shoulders. Charles couldn't contain himself.

"Get your hands _off_ of her, Eric!" He shouted, causing both sides to tense in apprehension of an attack by the other.

"Easy…" Eric said calmly to Azazel, Riptide, Angel, and Emma. Charles could feel the hesitation by his own group and he put up a hand.

"It's alright. Stay back." He murmured, keeping constant eye contact with Eric. There was an uneasy silence. Eric was the first to speak. He looked at Raven and back at Charles.

"I see the result of the human's incompetence has not been lost on you, my friend." He said, nodding to Xavier's chair.

"My statement still stands…" Retorted Charles.

"What _statement_?" he asked, his frown deepening.

"_You did this Eric_."

Charles almost regretted the use of his own words, but it seemed to get a reaction out of Eric. He kneeled in front of Charles, his cape falling to the ground around him. Quietly, as if to keep the others from hearing, he whispered,

"I never meant that to happen, Charles, but you were in the way. I didn't even know you were there! It was that girl, the human!"

"We're all _human_, Eric!" Charles shouted angrily. "You and I are as human as anyone in this city, and don't think for one moment that our abilities make us so high and mighty as to make us more fit to kill than anyone else!" He pointed at the boy behind Eric. Charles could sense that he had died only seconds before. "And now you've begun to kill other mutants! Don't you see Eric, I was right! I hate to point it out, but I was right! Killing Shaw _didn't_ bring you peace, did it? I should have known better than to trust you to capture him yourself…You haven't started a revolution, you've started a war!"

"Enough!" Yelled Eric, standing up and towering over Charles. "I can see that I can't convince you of how wrong you are, Charles…and I'm sorry…but you have only seen the good side of them. You've been protected from it, all your life. You don't know how much _evil_ there is in them; Evil that I can't allow to continue to beat us into the dust." He glared at Xavier, who glared back. Both sides watched this happen with silent emotion. They had seen these two men as the best of friends…and now saw them fight as the worst of enemies.

"What are you planning on doing, _Magneto_?" Asked Charles in contempt. Eric narrowed his eyes and turned his back on Xavier. He held Hands with Raven, Emma, Angle, Riptide, and Azazel.

"I'm going to begin the training of my army." Emma suddenly whistled loudly and all down the hall mutants in white clothes stepped out of the cells and joined hands. Over a hundred of them, some as small as Xandra.

"Eric…Eric no!"

"Come, brothers and sisters. We shall replace the humans as the dominant life on this planet. No longer shall we wait in the shadows!" He shouted. The mutants all echoed as one.

"No longer!" There was a puff of red smoke and they all vanished into thin air.


	8. Chapter 8

Ok, right…wow. So I know it's been WAY too many weeks since my last update, so I'm just gonna blab for a sec here… Alright, so I know that people read this stuff cus they want a good story, and I know that no one here probably give's a dwarf-rat's pitute what I do in my free time besides write, but I'm gonna talk about it anyway. So, basically in the last two and a half weeks I've had a successful knee surgery, recovered enough to walk, preformed improve. on stage at my high school, and seen the new Hunger Games movie. So yeah, may not seem like a lot, but, trust me…When you miss a whole week of school there's crap to make up and very little time to write about mind-readers, metal-benders, and lizard boys. So yeah, if you're still reading this I thank you for continuing to listen to my rant and will reward you with two or three new chapters today! "Yay!" Oh, and also…It has recently occurred to me that maybe people don't like the fact that I don't put a disclaimer in here…So from now on I'll try to remember to put one in (Even though any work on this site is protected by the website's policies. Oh well, I'll throw it in anyway.) Thanks' again everyone! I know there's readers out there…I still wish you'd give me your feedback! Love ya!

-E.H.

Disclaimer: I am a lonely 15-year-old teenage girl. I wouldn't be if I owned any of the X-Men characters. They belong to Stan Lee. Don't sue me for trying to steal the awesomeness. ;)

"How many did he take?"

"Oh God…oh God…"

"Charles! How many did he take?"

"A…all…all of them...except…" Xavier searched the compound for anything…anyone…but there was nothing...nothing except for two small minds sealed away in a room on the bottom floor. That didn't matter…The only thing Charles could think about was that he had just let the most dangerous man alive get away with an entire army…_right in front of him_.

"Charles, calm down. Is there anyone still here? Guards, mutants, anything?" Hank persisted, stepping out of the cell and joining Xavier in the hall. Sean and Alex also stepped out, both barely containing their hysteria.

"Geeze, did he just do what I think he just did?" Alex asked, running his hands through his hair and pacing up and down the hall.

"Oh man, he's gonna kill us…He's gonna kill the normal people, then he's gonna kill _us_!" Sean blubbered, panic setting in.

"Guys, shut up! Xavier, I need you to tell me if there's anyone else here!"

"Hank, do you not understand what just happened? Eric is going to start training those kids to _kill _people!" Xavier lost almost all control of himself and his own panic over the situation was beginning to creep into the minds of everyone else.

"Yeah! I get it!" roared Hank, slamming a fist into the concrete wall (which cracked).

"Oh man…What are we gonna do? He's got a freaking _army_! And what have we got?" Shouted Alex. "Cookie Monster, Red-Head, and the Mad Professor!"

"What did you say tiny?" Hank growled, taking a threatening step toward Alex.

_Stop it! All of you!_ Screamed a voice so loud that everyone had to cover their ears, although it did no good as the voice was in their heads. In silence, everyone again turned around to see Xandra with a look of intense concentration on her features. _Will you please introduce me, Charles?_

Xavier wiped some of the sweat off of his brow, upset but unable to hide his admiration of Xandra's abilities once she concentrated.

"Um, Alex, Sean, Hank? I'd like to introduce Xandra. She the…_other telepath_…" Xandra gave a small smile. It was one of those smiles that could light up a face as unhappy and piteous as hers. It didn't last long however and again her face resumed its dejected state. Her voice was much quieter now as she continued,

_Yes, and I want you to go and get the two mutants on the bottom floor…in room…122. They need your help… Their names are Vanessa and Andrew. You should hurry._

She sounded much older than she was…and somehow sad. Alex, Sean, and Hank were more or less used to being spoken to telepathically, even so there was a second of hesitation before they turned to go to the elevator, Charles close behind.

_Mr. Xavier! Wait! Don't leave me alone!_

Her voice screamed again in everyone's minds, her self-control gone and eliciting a blue-streak from Alex.

"Geeze kid! Turn it down a notch, will ya?" Charles threw him a dirty look and Alex continued down the hall after Hank and Sean.

_I'm not going anywhere. _Xavier assured the young girl, turning around and returning to the cell. He entered the room and stopped in front of her. He smiled and offered his hand, which she took.

_Xavier, what does the outside look like? I've only seen it once._

Charles had to think about what to say. That was a big question. He decided to be honest.

_There are a lot of bad things out there, but mostly it's beautiful. _He paused, then added, _You'll love it, I promise._

The smile reappeared on her face and she was immediately transformed. She was no longer alien and strange, she was an immensely intelligent young girl with hopes and dreams and so many questions.

_You know, this is the first time I've ever spoken to another telepath? A friendly one, I mean._ Charles said, settling back in his chair with his arms crossed.

_ There aren't that many of us?_

_ No, I don't think so._

There was a pause. Charles sighed and rested his head in his free hand.

_What is wrong? _Asked Xandra, her voice was concerned.

_You know, don't you? Eric is…Eric is the enemy now… This just feels so…_

_ Wrong._

_ Yes, exactly. Wrong._

_ Can I ask you a question, Mr. Xavier? _Charles nodded. _Can you teach me how to be like you?_

_ What do you mean?_

_ Can you teach me how to be calm, how to talk like the other people, how to…not be scared...? _Charles laughed despite himself.

_I assure you, I _am_ scared._

Xandra frowned and tilted her head like a quizzical dog.

_ I like you, Xavier. You're not like other people. _Charles raised an eyebrow.

_Well, no…I'm as much a mutant as you are._

_ No, that's not what I mean. You are different in another way…you have no thoughts of hurting or killing._

Xavier smiled, but shook his head.

_I don't understand…_

_ Do you notice, how in everyone else's mind, there is always some thought of causing others harm…if only in self-defense, it is still there. You have never wanted to kill someone…ever._

_ I really can't go that deep into people… But you've only seen the bad side of people. The people here aren't a good baseline, let me prove that…just let me…_ Xandra suddenly looked offended, like he had said something extremely rude to her.

_How dare you! Why would you think that!_

_ What?_

_ You think that because I've never seen good people I'll end up like Eric!_

She was clearly upset and he tried to apologize, but she turned away.

_I'm sorry, Xandra…But I've made a horrible mistake with Eric and I don't want to see you become like him. I'm sorry, truly I am, but you have to listen to me! He wouldn't listen to me either! He…_

_ Charles, you are talking very loud._

Xavier coughed.

_Yes, sorry. _He continued, more quietly. _See, I'm scared. _She turned around and looked at him with her glassy brown eyes.

_They've found them._

_ Who?_

_ Your students, they've found the two mutants I told them about…oh…_

_ What is it?_

_ One of them has been shot._


	9. Chapter 9

Andy slid under the rapidly closing garage door and skidded to a stop in a dark room that smelled of metal and oil. The red light of an exit sign was enough to see the dim outlines of several parked vehicles, each identical to the one that had taken Vanessa. Standing up, Andy ran in a crouch to the nearest on and his behind it, listening for any sound. His heart was pounding so loudly in his chest that he thought it would definitely drown out any voices in the darkness. The angry that he had first felt when Vanessa had been taken from him had been growing rapidly as he had chased the van. He felt like a different person; He felt confident, determined…_dangerous_.

After a few seconds of waiting, his sensitive hearing picked up the sound of a car door opening on the far side of the garage. As he listened, he slowly looked around the van he was hiding behind and saw Sanders exiting the passenger side door of the black van. Out of the back doors came the five men in black, two of them carried Vanessa between them by the arms. Her legs dragged limply along the ground as they followed Sanders to a large metal door. He slid some sort of security card through a lock beside the door and with a small beep it unlocked. The five men walked through into the room beyond. The second they were all through Andy jumped out of his hiding place and darted through the door before it could close. He found himself in a large lobby-type room that looked like a prison…Plain walls and dull colors. He followed the sound of footsteps through a door to her left, again sneaking through a door as it closed behind the group. As he followed them into a hallway lined with doors, he suddenly realized how loud his shoes were on the tile floor. Pausing in a doorway, he quickly removed his shoes and put them on the ground behind a door. His hard-scaled feet made absolutely no noise on the floor and he could run much faster. He peered around a corner, saw the group split up, the three men went one way and Sanders and the two that carried Vanessa went the other way at a split in the hall up ahead.

Andy turned the corner and saw Sanders, his men, and Vanessa disappear into a room at the end of the last hall and he tore after them, only stopping when he reached the door and was holding it open with his fingers. Through the crack he could see what looked like an operating table, a large collection of computer equipment, medical tools, and notebooks on a rack of shelves on the far wall, and Vanessa being laid on the table. Andy wasn't interested in what they were planning on doing to her; he just never wanted them to have the chance to do it…

The doctor leaped back in surprise as the mutant before him suddenly opened her eyes and gasped, suddenly awakened by the shot he had just applied. She looked up at Sanders, his boss, and he nodded, more to himself than to him.

"That will be all for now, Mr. Wells." He said, pointing to the other side of the room. With a nervous glance at the girl regaining consciousness on the operating table, he obediently shuffled over to where two of his white-coated comrades awaited him. They stood at a safe distance and watched as Sanders moved toward the girl.

"Ms. Viorenza! So glad you're back with us…"

"Where's Andy?" She choked, still trying to force away the cloud of drowsiness that hung over her. Sanders smiled. Vanessa wanted to punch him. "I said…_where_ _is_ _Andy_?" She repeated. She tried to lift her arms to get up, but the restraints on her wrists and ankles held her firmly to the table. She struggled against them for a moment before realizing, somewhat belatedly…_Oh yeah, I'm special…_

Mustering her strength, she closed her eyes and slowed her breathing. She could feel Sander's humored smile as he watched her. Undeterred, she felt the familiar building of power running through her. She felt like she was carrying an electrical current. Suddenly put all of her built-up energy into her wrists and ankles. Immediately the smell of burning fabric filled the air; she was burning the trim of her sweater sleeves and jeans. She continued to force heat into the skin that was making contact with the restrains. She had melted things many times before, but for some reason this wasn't working. The heat was becoming unbearable to remain purely in her wrists and she felt the table warming beneath her. The strain was too great and she was forced to let go, realizing that she had been holding her breath she suddenly gasped for air, her head falling back against the hard metal of the table. Sanders' mocking laughter rang in her ears.

"Yeah, I probably should have mentioned that sooner. Those straps are made of a new material the lab boys over there have cooked up." He pointed to the three doctors on the other side of the room and they stood at attention under his eye, more like soldiers than scientists. "You can't _burn_ your way out of this place." Vanessa had to accept that this was true…for the moment.

"You still haven't answered my question." She said staring at the ceiling, her eyes glowing a dangerous red.

"Hm?" asked Sanders offhandedly, as if she were his neighbor inquiring about the weather.

"Where is Andy?"

"Oh yes! I remember, the iguana kid! Oh, he's...well... Determined little thing, wouldn't stop chasing the van so we had to, you know, _take care of him_." There was a moment of silence, Sanders smiled and chuckled to himself. He turned away from Vanessa's unreadable expression and started to walk toward the door.

"_What_ did you say?" Vanessa hissed after him. Sanders stopped, but didn't turn around.

"He's _dead_…because of _you_, actually. He seemed to be very attracted to you; talked about you till the very end."  
>"You're lying." Sanders turned around. His white teeth gleamed in the sharp lights as he grinned.<p>

"No, _you_ just can't accept the fact that you're dangerous! You can't come to terms with the fact that you put the people around you in danger! That's why you're _here_, Vanessa Viorenza! _You_ are a _murderer_!"

"No!" screamed Vanessa. Her eyes burned like two savage flames and again she attempted to burn through her bonds. She only succeeded in scorching the majority of her clothes and melting some more of the table, and then it occurred to her. Letting the anger do its work, she gave everything she had into forcing her hands through the softened metal of the table, yelling in anger. Her hands came out on the underside of the table, the molten steel dripping from her fingers. The straps fell of and she sat up, throwing two fistfuls of the melted table at Sanders who only had time to give a sudden look of horror before it made contact with the side of his face. He wailed in agony, attempting futilely to wipe the stuff off with his hands, but only succeeding in spreading it over more of his skin. As it cooled it became hard, fusing to his flesh but never seeming to lose a single degree of heat. He continued to scream and the doctors ran to him, ignoring Vanessa who was now freeing her feet. The two guards at the door were also preoccupied with Sanders, giving her time to swiftly grab a white lab-coat from a shelf to cover her own scorched clothing. She scanned the room, looking desperately for an exit and wiping the tears from her cheek. _Andy couldn't be dead…he couldn't…_

One of the guards looked up from Sanders' still wailing form and saw Vanessa. She assumed as threatening a stance as possible but was unsure how hostile she actually appeared.

"Stay back!" She shouted as the guard stood up and pulled his weapon. "Stay back! Or I swear I'll hurt you!" He began to advance on her, and under any other conditions she would have thrown herself at him, fighting tooth and nail, but now it all seemed so _pointless_. He continued to advance on her and she eventually ran at him, screaming and raising the temperature of her hands. He fired twice and both bullets hit her outstretched hands melting on contact and only leaving two red welts in her palms. She tackled him and forced her hands onto his face. He yelled out but she didn't relent until he fell silent. She crawled off of him and looked up at the people that surrounded Sanders. His body was still. The doctors were no longer paying him any attention; all eyes were on her. She had just killed someone…_again_… What _was_ she?

"I..." She whispered, her red eyes shifting between the people looking at her in fear and hatred. "I'm…" she tried again, but no other words came out. A doctor stood up and stared at her. He was tall and was dressed in a long white lab coat. As Vanessa watched, tears streaming down her face, the man reached up a hand and slowly lowered his medical mask. His face was strangely blank, like he was thinking very hard about something. His blue eyes became slits as his hand went from his face to his side. He reached into his lab coat and slowly pulled out a small handgun. His hands didn't shake, his breathing didn't change, he was just doing his duty. Vanessa looked up at him, kneeling on the floor beside the body of the second person she had murdered…no… the _fourth_. She let her eyes close and felt the hot tears falling down into her bloody hands. For the first time in her life she felt cold. She heard the cocking of the gun and took one last deep breath. The air smelled like blood and molten metal. There was a deafening bang and then silence.


	10. Chapter 10

**Hey everybody! So what do you think of Vanessa getting shot? Petty dramatic, right? Oh, and are you X-Men people comment-shy or something? PLEASE COMMENT! I **_**KNOW**_** you readers are out there! Even if you don't comment, love you guys! I'll be updating a bit more now, so please keep reading! **

**-E.H. **

**(The X-Men don't belong to me. None of the none-OC -characters or references are mine, so dude; don't sue me…because that would suck…so, yeah.)**

Andy watched through the small crack between the door and the frame and saw Sanders walk around Vanessa but couldn't hear what he was saying. Hatred boiled up inside of him at the very sight of this horrible human being, but he knew that running in would only get them both killed. There were two armed guards and several doctors and only one of him. He watched as Sanders suddenly turned away from Vanessa and saw her look of horrible sadness and anger, but could only guess at what Sanders could have had said to her. Suddenly Andy heard footsteps around the corner of the hall and he stepped away from the door, turning and looking for somewhere to hide. There was only one door in the hall that didn't have a card lock and her rand inside. The room was right across the hall from where Vanessa was. The door opened and inside was a dark closet with cleaning supplies in it. He closed the door behind him and waited in the darkness for whoever was coming to pass by.

He never heard them pass, however. There was suddenly an immensely loud scream from the other room. He hardly had time to process this before he heard was the sound of two silenced gunshots and the metallic ringing that the loud bangs produced. He didn't dare leave the closet, but his spine gave an involuntary shake as he thought of what could have happened. It had been a man's scream, _Sanders_… After a few seconds he thought it was safe to leave the closet.

Slowly he reached out a hand in the darkness and felt the cold metal of the lock. Taking a deep breath he turned the knob and pulled the door open a few inches. Looking out he saw that the hall was empty. Breathing a sigh of relief he pulled the door open the rest of the way and cautiously stepped out into the hall. Seeing for certain that the coast was clear he scrambled across the hall to the closed door of Vanessa's room. He tried the door, but it had closed and was now locked.

He stepped back to figure out what to do when he heard it, the third gunshot. This one was also from a silenced gun, but was very close to the door. It wasn't the gunshot that made Andy's hair stand on end however; it was the sound that came after it. It was a horrible choking sound, like someone was drowning, but it was interjected with coughing and sputtering. It was a girl. There was only one girl in the room.

"Vanessa!" Andy screamed, losing all reason and hammering on the door. He futilely tried to force the lock and kick the handle, oblivious to the new sounds emerging from the room. There were men screaming, more gunshots… "Vanessa! I'm coming!' Andy continued to shout, beating his fists on the solid metal door. He suddenly became aware of the silence on the other side. He paused and nearly jumped out of his skin as the handle began to turn. He put up his fists and bared his fanged teeth, awaiting anyone that could open the door…well, _almost_ anyone.

A man with a black beard and bright red skin peered out through the half opened door at him. Andy stuttered for a few seconds then, remembering Vanessa, tried to force the door. The red man held it back.

"Stop it! Let me in! Vanessa! I'm here!" He shouted. He was infuriated to see a look of bemusement on the man's face. He looked over his shoulder and talked to someone behind him in a strong Russian accent.

"Magneto, there is a boy out here wanting to see the girl I think." Andy gave up on the door and tried to look into the room around the demonic-looking man.

"Let him in…" drawled a low voice inside the room. The second the door was opened Andy flew in, his heart pounding and suddenly stopping as his eyes fell on Vanessa. She was lying in the middle of the room, an alarming pool of blood seeping across the floor around her. He ran to her side and kneeled beside her, fighting back tears. She was alive…barely.

"Vanessa! Can you hear me? Vanessa, I'm here. It's ok…" Her hand was held over a place on her side and she was shaking horribly. Her eyes were open and teary.

"…An…Andy…" She whispered. Her blood-soaked hand reached out to him and he took it without hesitation, placing his other hand on her heavily-bleeding injury. He was shocked to feel how cold she was. Wasn't blood supposed to be warm? He tried to smile reassuringly but he guessed that it only came across as guilty, which he was. It was only at this point that he remembered the other people that were in the room. He looked up from his friend with a start and was amazed at the large number of people he had simply failed to notice on his way in. Then the shock set in. These people were…_like them_. They were different.

Near the door stood the red-skinned man from before. Now inside the room it was possible to see his long tail with a pointed end, only adding to his devilish appearance. Beside him stood a woman, but she didn't even look _real_…She was made of _diamonds_. She threw odd reflections and lights onto the plain white walls and was almost hard to look at in the bright lights. Closer to Vanessa and Andy stood three others. There was a naked blue woman with bright red hair and Andy immediately was reminded of his own scales. Beside her stood another woman dressed neatly in a cocktail dress and high heels. Out of her back were spread two sets of wings, like a dragonfly's. In front of all of them stood a tall man dressed in a long black cape and red clothes and an odd red metal helmet.

Andy, still holding Vanessa's hand, turned to the man in front who was clearly in charge.

"What did you do?" He hissed venomously, not bothering to hide his reptilian voice. Vanessa coughed violently behind him and he turned back to her, removing his sweatshirt and holding it over the wound on her side. He heard the sound of the man's feet as he stepped closer and Andy hissed a warning. The man came no closer.

"We had nothing to do with this." Andy heard him say. "It was this _human_ that shot her." Looking over his shoulder Andy could see the man's hand pointing at the slumped figure of a dead man in a lab coat on the floor nearby. Andy looked back at the man. His face was young, but old at the same time, like he had seen things that he hadn't wanted to. He made no move toward Andy and Vanessa, and neither did any of the other mutants. The red-skinned man's tail twitched in the silence.

"Can you…can you help me?" Andy hissed quietly, motioning to Vanessa. The man hesitated, but nodded to the blue woman at his side. She stepped forward and crouched on the floor beside Andy. Real concern was obvious on her face. She smiled shyly at Andy and gently put a hand on his sweatshirt where it rested over the bleeding area and Vanessa winced, rolling over a bit. Her eyes were closed and she appeared barely conscious. Andy held her shoulders to keep her from moving and spoke to her quietly, trying to explain the situation.

"Hey, it's ok Van, there's help here. They saved you...I think." He looked back at the man in charge with a questioning look on his face. The man nodded.

"She has Azazel to thank for her life; he pushed the human's hand at the last moment. He was aiming for her head." He gestured to the red mutant behind him. Andy gave Vanessa's hand a reassuring squeeze and looked at the blue woman. She smiled again and continued to tend to Vanessa's injuries. Hesitantly, Andy stood and faced the mutants around him.

"Who are you? How did you get in here?"

"_We_ are like _you_. We're mutants." Said the man with the cape. He took a few steps towards Andy and offered his hand. Andy hesitated. He liked what they were saying, about being friendly, but something about them made him nervous. He slowly offered his hand and the man shook it feverishly.

"What is your name, brother?" He asked, smiling broadly.

"Uh, Andy." Andy answered.

"You can call me Magneto." The man answered. Andy nodded cautiously and looked over his shoulder at Vanessa. She had stopped shaking and the blue-skinned woman at her side was stroking her hair gently and saying something he couldn't hear. "Who are you?" He asked her, pulling his hand from Magneto and stepping toward her. She looked up at him with stunning yellow eyes and gave a half-smile. She looked sad.

"Rav…Mystique." She corrected after beginning to say something else. Andy nodded and kneeled beside his fallen friend. He held her hand and watched her eyes open a bit. She tried to talk be he stopped her. He heard the voice of the Russian man whispering something to Magneto behind him.

"It's ok Vanessa. It's not that bad. You'll be fine." He said gently, holding her cold hand in both of his. He suppressed tears. Why was he crying? She wasn't going to die…

"Where is…where is…Sand…d…ers?" Vanessa wheezed, reaching her free hand for her injury as the effort of speech sent waves of pain through her side. Mystique gently restrained her hand and placed her own over the wound, her red hair falling in her eyes as she smiled sadly at Andy, reassuring him.

"Sanders? He's, he's…" Andy said, looking over his shoulder to where the dying man had been. There was a smear of blood on the tile floor, but aside from the dead men on the ground, everyone was gone. "He's...he's not there..." Andy shook his head and looked back to Vanessa. She was crying and Andy softly whispered more words of comfort, but they fell on deaf ears. Vanessa was in an immense amount of pain, but that wasn't why she was in tears. She knew much more than she had ever let on, and she also knew that as long as Sanders was alive, he would stop at nothing until she and her only family were dead and buried.

As Vanessa's eyes closed, all she could see was the fearful face of her best friend, and all she could think of was her brother's dead body…and Sanders standing over it.


	11. Chapter 11

**Ok, a few more quick chapters. I really want to get this moving… I want to get these guys to the mansion… MUST. KEEP. WRITING!**

**(X-Men STILL isn't mine. That's all Stan Lee's idea…So back off all you suing-Jacksons!) (But feel free to read this anyway! ;) )**

"What? Vanessa? Vanessa! Mystique, what's wrong with her?" Andy watched in horror as Vanessa's eyes closed and white frost began to gather over her hair and cheeks. Her lips melted from pink to blue in color and her hand became too cold to hold in his hand. Mystique pulled back her and the sweatshirt from Vanessa's injury and watched in amazement as the girl was transformed into a frost-covered sculpture before her.

"I don't know…Maybe that's how she heals?"

"Heals?" Andy shouted hysterically. He pressed his hands to Vanessa's cold face and tried to warm her, but it was like she was _made_ of ice, her skin refusing all warmth. Andy looked to Magneto in desperation. Was Vanessa dying? The caped man frowned and approached the girl, laying hand over her forehead and pulling it back as the cold became too much.

"What is her power, Andy?" He asked, not look at him.

"Power? Well, she…I mean, I guess she can melt things, you know? Make her hands really hot and melt or burn things by touching them. Can you help her?" Magneto stood up and turned to the red man behind him.

"Take the girl back to the safe house." He turned to Andy as the Russian walked over and picked up Vanessa in his arms. Magneto frowned at Andy.

"The humans have done this. Are you with us?" He motioned to the collection of mutants around him. "Or them?" He pointed to the dead men on the ground. Andy stuttered for a moment, looking from his friend to Magneto.

"Is that what you do? Kill humans? Just the bad ones?" Magneto smiled.

"They're _all_ bad ones, Andy. When has a human ever treated you well or accepted you for what you are?" Andy shook his head.

"So your basic goal is?"

"Creating a world where mutants are recognized as the supreme beings. Where we will rule and no longer have to hide." His eyes fell on Mystique who had risen to her feet. She looked away and Magneto look slightly confused, but he covered it and continued. "Mutants are the future. We are the ultimate product of time and evolution, and the more humans realize this the harder they'll try to stop us. We can't allow this."

"So, basically, you're Hitler and the Nazis?" There was an extremely tense silence. Andy could tell he had hit something deep in the man and began to regret it as Magneto's agitation grew.

"How dare you…" Magneto hissed venomously, taking several threatening strides towards Andy. "…suggest that I am in any way…" Andy stepped back until he was against a wall. Magneto raised a hand, and at first Andy didn't see what he was doing. "…a Nazi!" Magneto shouted. On the other side of the room there was a cart containing several sharp-looking operating tools and as Andy watched the largest of the knives levitated into the air. Andy watched in horror as it began to drift across the room, beckoned forward by Magneto's hand. It hovered forward until it was only inches from Andy's throat. He tried to step away but Magneto threw out a hand, holding him against the wall by the neck and gently moving his hand that controlled the knife, pressing it against Andy's scaly throat.

"I can see you're already on the wrong side, Andrew. We can't have that, can we?" Just before he sent the blade into Andy's flesh, Mystique's voice rang out behind him.

"Erick! Stop!" Magneto looked furiously over his shoulder and shouted.

"Do not address me by that name, Mystique!" She walked over to him and gently laid a hand on his shoulder. She looked at Andy.

"He's not worth it, Magneto. We'll have plenty of recruits by the end of this, don't kill him. Please." She said, trying to appear calm. She was afraid of him. Magneto looked from Mystique to Andy and back. He suddenly released Andy and let the knife fall to the floor with a loud clang. He smiled and laughed a little at Mystique's tense expression.

"I had hoped that you'd be stronger than this, sister." At this last word the blue woman looked at the floor and started to back away. "Do not think of him in that way, Mystique. He is _not_ your brother!" Andy watched in confusion. His eyes darted to Vanessa, still in the arms of the red-skinned man. Magneto also looked at them. He shook his head and Vanessa was dropped to the floor with a thud. "Come, brothers and sisters…Let us raise our army! In a flash, the group held hands, and with a last look of sympathy from Mystique, they vanished in a puff of red smoke.


	12. Chapter 12

When he was sure that they had gone, Andy ran across the room to Vanessa, gently rolling her onto her back where the red man had dropped her. She was still out cold, quite literally. He held her hand, brushing her frosty hair out of her face and talking to her. Maybe she could still hear him.

"They're gone, Vanessa. You're safe. I don't know who those people were, but I don't think they're what they say they are. Should we go to a doctor? Geezes Van…What would we tell them? You got locked in a walk-in freezer? What's wrong with you Van? Please Van…wake up...Please."


	13. Chapter 13

**Ok, I'm gonna let you guys just read today, but let me just say…I HAVE THIS ALL WORKED OUT IN MY HEAD! It took a long time…but I've finally got it! I know what's going to happen with Xandra and Vanessa and her brother. Oh, and if you're wondering about Sanders and Erik and what Sanders wants with Vanessa's brother…I've got that too! Keep reading everybody! Love you all!**

** -E.H.**

**(Also, the X-Men aren't mine. If they were, I wouldn't be writing **_**FAN**_**fiction!)**

Alex, Sean, and Hank followed Xandra's directions exactly and reached room 121. The door was slightly ajar and Alex looked at the others. They both nodded and he hesitantly knocked on the door. There was silence on the other side.

"Hey, anyone in there?" Alex tried. Still nothing. He shrugged at Hank and Sean. "Ok, we're coming in…" He said and slowly pushed the door open. The room inside looked like a murder scene…which it was. There was a man dead on the ground.  
>Looking around, the three mutants found two young kids in the center of the room. There was a boy with scales and sharp white teeth kneeling by the body of a girl. She was covered in frost, frozen blood coagulated around a place on her right side. The boy appeared to not know they were there, he didn't look up when they entered and he didn't move from the girl's side.<p>

"Andrew?" Asked Hank, remembering what Xandra had said. At his name the boy slowly looked up, his bright eyes meeting Hank's.

"How do you know my name?" Andy hissed. Hank could hardly understand him, his voice was so reptilian.

"Um…We…Uh…" Now there was a question. Sean jumped in, changing the subject.

"We're friends…We came to help you." He didn't realize the situation they had run in on and Andy didn't take their friendship as well as they had hoped. He looked back at his companion.

"Well, you're a little late. Someone already offered." Alex, Sean, and Hank exchanged glances and Hank frowned, his blue lips curving over his large teeth. He took a few tentative steps toward the two teenagers and kneeled beside Andy. He didn't move. Hank reached out a hand to Vanessa's face and with a lightning movement Andy had shoved him hard in the chest, pushing Hank away from her. Hank roared in frustration but when he saw Andy's terrified face, he calmed down.

"It's alright…I'm a scientist. I might be able to help her." Andy didn't look convinced, eyeing his clawed hands with raised eyebrows. "Really." Hank added. Andy looked at him for a moment distrustfully, but after a second's hesitation he scooted aside enough for Hank to see Vanessa.

"Help her." He hissed quietly, then added, "She's my best friend." Hank nodded and set to work examining Vanessa's wound. It was a gunshot that had gone straight through her right side, just to the right of her navel. It had been a powerful handgun as the bullet was small and compact. It had thankfully missed most of the major organs but had severed at least one major artery and had clearly been bleeding heavily, but now the blood was frozen almost solid, like some sort of iron-red slushy. The girl herself was almost frozen as well, frost collecting over her face and arms made her look like a white statue. He would have thought she was dead had he not felt her slow pulse in her wrist and neck.

"She's alive, but not doing so well." Hank reported, stepping back and letting Andy regain his hold on Vanessa's hand. He turned to Alex and Sean. "We should get her back to the mansion." He walked over to them and whispered, "If she doesn't get help soon she could die." Quietly so as not to alarm Andy, but he overheard them.

"You can help her there?" He asked, the desperation clear in his face. Sean nodded.

"I recon we've got the supplies to fix her up." Alex and Hank nodded and Andy frowned.

"Are you working with Magneto?" There was a pause.

"No." Hank said shaking his head. "If anything we're against him."

"He betrayed us." Alex added. This seemed to comfort Andy. She gently laid down Vanessa's hand and stood up, wiping his bloody hands on his jeans.

"Ok, I'm with you." He looked down at his friend. "And so is Vanessa." Alex smiled and stepped forward. He offered a hand to Andy.

"Hey man, nice choice. I'm Alex by the way. You can call me Havoc though. This is Sean, or Banshee, and that's Hank…Beast." And gave a half smile. These guys put him more at ease.

"I'm Andy, aka…_Andy_. And that's Vanessa." Hank walked over to the girl and gently picked her up in his blue-furred arms.

"Nice to meet you Andy." He said as he carried Vanessa toward the door. Andy and Alex followed him, Sean walking along with Andy.

"Hey, nice to finally see a new face." He said with a friendly pat on the shoulder. As they walked, Andy kept a protective eye on Vanessa, though as he talked to the three men his trust in them grew.

"So, are you two mutants too?" He asked, nodding to Alex and Sean. Sean laughed.

"Cover your ears." He said. Andy watched as the red-head took a deep breath and whistled at the glass window of a door. Suddenly the window shattered spectacularly, sending a shower of glass into the hall. Andy jumped back with a shout and then laughed.

"Whoa!" He exclaimed, greatly impressed. He turned to Alex. "How 'bout you?" Alex hesitated.

"You know what, once we get to the mansion I'll show you, ok? It's not really an inside deal."

"Sure…" Andy said, puzzled. "So what's this _mansion_? Where is it?"

"It's where we live. It's like a school for mutants. It's called the Xavier School for Gifted Youngsters." Answered Alex.

"A school?" Asked Andy. He was sure he'd have heard of it if there was a school exclusively for mutants, especially one in New York.

"Well, sort of…" Alex said with a frown. "We don't really have that many students yet, and so far I think we have…let me see here…yeah, _one teacher_. We're sort of new on the education front."

"One teacher? What's his name?" The three mutants with him looked at each other and Andy wasn't sure why.

"Charles Xavier, but students call him Professor X." Hank said, looking over his shoulder at Andy. "He's a really great guy, but I think he takes some getting used to. He's a bit…well…" The blue man seemed lost for words. He faced forward again and gently shifted Vanessa's weight to the other side as the group reached the door to the main lobby. Alex held the door open for everyone and Sean picked up where Hank had left off.

"He can read people's minds." At this Andy stared incredulously at the three of them.

"Are you screwing with me? A mutation can do that?" He exclaimed. Alex laughed.

"You'd be surprised…" Andy shook his head and muttered to himself, something about having an off day. The others led the way to the elevator.

"Wow, that kind 'a puts me into perspective. My mutation is pretty boring now that I think about it." He said quietly and Sean gave him a friendly smile.

"Come on, scales _are_ pretty cool looking."

"Really?"

"Yeah! Any that voice of yours is neat too. I bet the ladies love you!" He nudged him with his elbow and laughed, but Andy looked at the floor, embarrassed, as the elevator door opened. "What? They don't?" Sean said, following him into the small space. The doors closed behind them and in the close quarters everyone was pressed against one another.

"Not really." Said Andy tersely, suddenly trying to hide the faint black eye he had received a few days before. There were a few seconds of silence and the elevator beeped at the second and third floors and opened. "Ow…" Andy murmured in the bright white light of the hall. He others piled out and he followed, glancing at Vanessa, still unconscious and frosty in Hanks arms.

The group started down the hall, but Andy was still a little blinded by the bright lights. As his eyesight returned he let out an involuntary blue-streak. The hallway was filled with broken and bent metal doors and bodies. They were mutants. He could tell as some of them were visibly different, one had fur, another was a dull shade of green, much like the color of his own scales. They had all been killed just outside of their cells, and as they continued to walk, he realized that there were more of them _inside_ some of the cells. He was thankful to see that the majority of the small chambers were empty. Had these mutants been saved?

"What happened?" He managed to get. He nearly lost his lunch as his shoe bumped the body of a teenage boy half hidden under a fallen metal door. It was several seconds before anyone answered him.

"You met Magneto, didn't you?" Hank said, breaking the silence.

"Yes."

"Well now you know why he was here." Andy suddenly wished he had a more dangerous mutation. At least then he could have killed Magneto before he could kill all of these mutants.

"Hey, there's the Prof." Said Alex, trying to disperse the grim mood of the group. Around a corner came the sound of footsteps and wheels on tile. Charles and Xandra were slowly making their way down the hall, Xavier having difficulty maneuvering his chair around the crushed doors and bodies. As he came closer it became clear that he too was ready to lose his lunch at the scene in the hall, but his face showed more anger and sadness than disgust. He looked up as Hank called his name and stopped, waiting for the others to reach him.

"So this is Andy and Vanessa?" He asked, giving Andy a faint smile and letting his blue eyes drift over Vanessa, still out cold in Hank's arms. Andy nodded and stepped forward.

"Are you Professor Xavier?"

"Yes." The man answered. He had a British accent and was a little awkward to speak to, his wheelchair putting him at Andy's chest-height. He didn't look old enough to be a professor of anything. Andy looked over his shoulder at Vanessa and back to Xavier.

"Professor, she's really hurt. Can you help her? I don't know what's wrong with her…" The Professor nodded.

"Andrew Clarkson, I assure you that your friend will be given the best care our school can provide." His words were sincere, and Andy immediately trusted him. For a guy that looked no older than 30, he talked like a wise old man.

"Ok." Said Andy with a half-smile. "Where do I sign up?"

"For what?" Asked Alex, stepping forward.

"For this school. I want to be a part of this, if you'll take me…us." He corrected, thinking of Vanessa.

"Well, I think we have some spare rooms…don't we gentlemen?" Xavier said, looking past Andy at Alex, Sean, and Hank. They all nodded.

"Welcome to the team, man!" Said Sean, making Andy jump as he gave a loud hoot and punched him in the shoulder.


	14. Chapter 14

_**Hey ya'll! Wow, I have READERS **__**AND**__** REVIEWERS! It's my misled dreams come true! Sooooo, in response to multiple comments and interest in my other fanfictions I have decided to start posting for this one again. I know I haven't done anything with this story for a while, but now there's someone to write for! Thank you for your reviews! Seriously, if you have any comments, suggestions, questions, seriously, ANYTHING…just message or comment! I WILL respond! (Or at least try to!) Love you guys!**_

_** Also-please try to ignore grammar and spelling mistakes, between finals and family commitments I have very little time to review…Thx! -E.H.**_

The X-Men (plus their three newest recruits) made their way across the road and out of the complex, only stopping when Charles suddenly said,

"Alex, incoming."

"Huh?" Asked Alex looking over his shoulder, but he was too late. A blurred figure darted around the corner of a building and ran smack into him. Alex and the other man were thrown to the ground. There was a moment of confusion as everyone turned to watch and Alex leaped back to his feet, clearly shaken. "Little more warning next time, Professor?" Charles shrugged and watched the other man pick himself up off the asphalt. He was young, maybe 17, unshaven with long matted hair. His clothes were old and dirty and his overall appearance suggested that he had been sleeping rough for an extended period. He looked nervously between the members of the group surrounding him, apparently lost for words. He smiled a lopsided smile at Hank who suddenly seemed to remember him from somewhere.

"Oh, hi there…Guys, this is the…werewolf-guy … The one I told you about." Charles, upon sensing the boy's unease, put out a friendly hand.

"Charles Xavier. It's good to meet you Ian." The kid looked terrified.

"How did you know my name? I never told him." He said, pointing to Hank.

"We should get in the van, this is too open." Hank interjected before Charles could answer. With a nod Xavier agreed and Xandra stepped behind him and pushed his chair across the road with the others. Charles, surprisingly, didn't mind so much. He trusted her. When they reached the van in the alley Hank opened the door to the back seats, Alex got in front to drive and Sean resumed his seat in the passenger side. Hank walked around back, careful not to hit Vanessa's head on the wall of the alley, and opened the trunk which was a large space behind the back row of seats. He gently laid the still-unconscious girl in the back and reached for the blanket stored under the seats. He tucked it around her and watched her for a moment. Her face, still covered in frost, was quite beautiful. If not for her pale complexion and icy covering, she could have been asleep. He brushed a strand of hair out of her face with a clawed finger and thought about how lucky Andy was. When Hank had been 15, he would have done anything for a girlfriend like Vanessa. Now that he was in his 20s and…well…_blue_…His chances of getting any girl at all were next to nil. He sighed and stepped back. He started to close the trunk door, but a pale-green hand held it open.

"Excuse me; I'd like to be with her." Andy said quietly. Hank nodded and opened the door to let him climb in. Andy took a seat on the floor beside Vanessa and put his hand on hers. He looked up at Hank who lowered his gaze after meeting Andy's eye.

"She should be alright for now. Freezing has stopped the bleeding for now, but I really don't know what will happen when she wakes up." Hank muttered. "Tell me if she does anything while we're driving, ok?" Andy nodded, but didn't look away. Hank looked up at him again and was surprised to see the kid smiling.

"Thank you…for everything. Really." Hank let himself smile a little.

"It's nothing."

"It's nice to know I'm not the only one. You know…with…"

"A handsome complexion?"

"Yeah, you could say that." They laughed a little at what they both knew to be an understatement.

"Hey Hank? You coming or what?" Called Alex from the front of the van. Hank shrugged at Andy.

"Were not alone." He said quietly. "We're not alone." He closed the door and got into the seat beside the Professor who had somehow managed to get in with the help of Xandra. She was seated on his other side nearest the window. As Alex started the van she jumped a little and grabbed the Professor's hand, startled by the sudden roar of the engine. He smiled comfortingly at her and tried talking out loud to her again.

"It's alright, it's just the engine." He said gently, giving her hand a reassuring squeeze. She looked at him, puzzled. Her lips twitched a little and she exhaled loudly, like she was testing out her mouth.

"En…gine…?" She stuttered hesitantly. Charles nodded. He reached for her mind, thankful that she was beginning to control her thoughts.

_Do you understand what I say when I speak out loud?_

_ Yes, most of it...but words are too… limited. It's like only being able to say three sentences your whole life._  
>Charles understood what she meant. When speaking telepathically, one could speak through words, emotions, images, and even sounds and abstract ideas…but out loud you're limited to words to express everything. As he thought about this, Alex started to drive. He pulled out of the alley, taking a left and continuing down the street until it met the busier road that lead out of the neighborhood.<p>

_Yes, I know what you mean…but you'll have to learn if you want to talk to people. Take Alex for example. He doesn't much care for my preferred method of communication..._ He looked at Alex and raised his fingers to his temple. He grinned and projected his voice to him.

_Hello Alex, can we stop for dinner?_

"Geezes!" Alex exclaimed, swerving the car as Charles' voice echoed in his head. He regained control of the vehicle and looked over his shoulder, annoyed. "Geeze Prof, I _hate _it when you do that!" Charles looked down at Xandra who, to his enormous satisfaction, was laughing. Alex glanced at her in frustration and turned back around. Trying to change the subject, he spoke to Ian. "So…What's this whole _werewolf_ thing like?" Ian, who was sitting behind Charles in the back row, squirmed uncomfortably under the gaze of everyone in the car. Even Andy's face peered over the back of the seat to listen.

"Well, uh…" He stuttered, looking around. Alex watched him in the rearview mirror. "There's actually something I needed your help with…about the wolf thing." Everyone was silent, waiting for him to continue. Sean and Hank exchanged glances. "See…I think it knows I'm…_here_." He observed the blank looks of his audience and decided to be more specific. "Ok, so…when I turn into the wolf…I'm still _me_…but I can't control it. It's all doing its own thing, and I _know_ it's another mind…another creature…that's a part of me, but until know I don't think it knew _I_ existed the same way I know _it_ does."

"How do you know it's figured it out?" Charles asked, frowning. Hesitantly, Ian slowly lifted up hit tattered t-shirt. Across his chest were four long gashes, streaking from his left shoulder to his right hip.

"It tried to keep me from coming back." As everyone looked in disbelief, he added, "And he nearly did."

Ian was tired. He was exhausted after a night of running around in circles in an old warehouse and ripping apart every cardboard box and chewing through every metal shelf in the place, but even more than he was tired, he was thankful. He was so thankful that no one had gotten interested in the strange noises coming from the warehouse next door. He was also thankful for the feeling of drowsiness that had suddenly come over him. He knew that this always meant the wolf would soon be gone and he would have his life back…at least until it got hungry again. The wolf found a corner of the warehouse, shaking its head from side to side, trying to stay awake. That was strange. Usually it just fell asleep and Ian woke up as himself...the wolf hardly ever put up a fight…

The wolf lay down and batted its snout with a large clawed paw, managing to keep its eyes open. Ian felt the pain inflicted by the claws scratching his skin and tried to hurry up the wolf's slumber, concentrating on the exhaustion he was feeling. Suddenly, despite his efforts, the wolf leapt to its feet and let out a horrible howl, clawing furiously at his stomach and digging in with his claws. If Ian had control of a mouth at that point, he would have cried out in pain, but as he was he could only take it. He tried again to make the wolf sleep, but the pain was distracting him, making it difficult. The wolf seemed not to care about what it was doing to itself…it continued to tear at his face and furry arms and side, inflicting as much pain as possible. Ian got the message. _Try to take over and you get this._ All Ian could do was go along with it as the pain got worse and worse, even after the wolf stopped clawing.

Eventually satisfied that it would no longer be opposed, it started to walk around again, each step immensely painful for Ian, but bearable for the wolf. It wandered about for a while, and Ian had the horrible feeling of being able to sense its emotions. Usually he could keep his thoughts separate from the wolf's, but now that he was concentrating on the pain he could feel its satisfaction at remaining in control. Ian was also horrified to feel its hunger. It wanted to hunt.

The wolf looked up to a window high on the wall of the warehouse and Ian's mind raced, searching for a way to stop the wolf. There was a tall storage shelf that could easily allow the wolf to climb up and get out. If it got out, anyone on the street or in their home was fair game. Forcing his mind into the wolf's he gave a fierce command to stop. The wolf howled and ripped at its chest. Ian had gained enough of a handhold into the wolf's mind to make it hesitate as is ran to the shelf, but it wasn't enough to stop it tearing at his flesh.

_Don't you feel anything you sick monster?_ He screamed in his mind. The wolf suddenly stopped. It stood in the middle of the warehouse and tilted its head to the side. Ian felt very sick. What had he done?

_You are there..._ Thought the wolf, and Ian was horrified. It knew… It knew he existed… He had always been able to hide from the wolf, to be quiet and afraid while it drove his body around like a stolen car, but now it knew that there was someone in the back seat…and it could _speak_ to him…

_Get out of my body. _Ian commanded with more anger in his words than he had expected. There was a long pause and the wolf stopped walking. Its lips curled up in an agitated snarl.

_Get out of _mine_._ It retorted. Ian, had he been in control of his spine, would have felt it shiver. The wolf's voice was cool, controlled, and angry. It was like he was listening to someone teetering on the edge of a homicidal frenzy. Clearly the wolf was not intimidated.

_This is my life, I want it back…Now. _Ian pressed, unnerved but determined. There was another long pause. Ian felt the rising adrenaline that always showed itself before the wolf made a kill. His heart beat faster and faster and a sense of sickly enjoyment rose in his throat. The wolf's snout rose to the high ceiling of the warehouse, teeth bared, and gave a long, hollow howl.

_Or what?_ It snarled. With a fantastic leap and a shower of broken glass it jumped up the shelf and out of the window…into the New York City night.


	15. Chapter 15

_**Okay, short chapter…but I've been all tangled up in a crazy mix of fanfiction, personal non-ff writing, and SUMMER VACATION! So…hoping to pick this one back up. Enjoy!**_

_**(Also, I've made a cover for this story finally...I love Photoshop! :p )**_

_**Disclaimer: Basically…this isn't mine. Nuff said.**_

"Well?" Alex encouraged. Ian had looked down at the floor in obvious discomfort. The car continued to drive along the winding road to the mansion, but its seven occupants were focusing on something quite opposite the beautiful scenery. "What happened next?" Alex asked again, still watching the wolf-man in the rear-view mirror as he drove. Ian still looked at the floor and mumbled something incoherent under his breath.

"What?" Sean asked, looking over his shoulder from the front seat. Ian looked up. To the mutants watching him, he suddenly seemed much older than he was. He had the distant, scarred look that usually came with a traumatic event as a child. The large bags under his eyes and his thin, malnourished face told them everything they needed to know about his life up until this point.

Ian looked like he was about to say something, but he was cut off by Charles as he lowered his fingers from his temple.

"You don't have to say it if you don't want to, an. I know how painful it is for you, and I would like to help." The werewolf nodded gratefully, but looked at Charles with something like distrust.

"Did you just…" He waved his fingers by the side of his head. Xavier nodded. "Right…" Ian muttered and looked back to the floor. The car's occupants eventually stopped staring at Ian and an uncomfortable silence enveloped them. The only sound was that of the quietly rumbling engine. Charles looked at Xandra by his side and smiled. She was looking out of the window. Her eyes were side and her mouth hung open a little bit. The green countryside that dashed past was probably the most colorful thing she had ever seen. Xavier gently placed a hand on her shoulder, making her jump.

_It's beautiful, isn't it?_ Xandra looked back to the window. She shook her head, still amazed.

_There's so much! It's so…big!_ Charles nodded. He remembered the isolation when the door of her cell was closed. It was easy to believe that you were the only person in existence. He would never have admitted it, but it was terrifying. He couldn't imagine what Xandra's life had been like, growing up in that place. He figured it was as close to Hell as was possible.

_What is that? _Xandra suddenly asked, pointing to something coming into view over a ridge in the distance. Xavier gave her shoulder a reassuring squeeze and turned to the rest of the mutants in the car.

"Ladies and gentlemen…" He said with what he accurately judged to be the correct amount of gusto. "Welcome to Xavier Mansion…home of the _Xavier's School for Gifted Youngsters_."


End file.
